DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT …December, 2016. MADHYA PRADESH PITHAMPUR – DHAR -...

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08 TH ANNUAL REPORT DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED (DMICDC LTD.) 2015-16

Transcript of DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT …December, 2016. MADHYA PRADESH PITHAMPUR – DHAR -...

  

08TH ANNUAL REPORT

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT

CORPORATION LIMITED

(DMICDC LTD.)  

2015-16

CONTENTS

S. No. Particulars Page No.

1. DIRECTORS’ REPORT 1-30

2. AUDITOR'S REPORT & FINANCIAL STATEMENTS (STANDALONE) 31-51

3. AUDITOR'S REPORT & FINANCIAL STATEMENTS (CONSOLIDATED) 52-70

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Director’s Report for the F.Y. 2015-16 Delhi Mumbai Industrial Corridor Development Corporation Limited

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

The Board of Directors Shri Ramesh Abhishek, IAS Chairman Shri Alkesh Kumar Sharma, IAS Chief Executive Officer and Managing Director Smt. Kalpana Awasthi, IAS Additional Director Shri Ravinder, IAS Director Shri Ichiro Hayashidani Additional Director Shri Hideo Naito Additional Director Dr. Ravi Kanth Medithi Director Dr. Subrahmanyam Durvasula Director Shri Jai Prakash Batra Independent Director Shri Prasanna Kumar Dash Independent Director

Audit Committee Shri Jai Prakash Batra Independent Director Shri Prasanna Kumar Dash Independent Director Shri Ichiro Hayashidani Additional Director Nomination & Remuneration Committee Shri Jai Prakash Batra Independent Director Shri Prasanna Kumar Dash Independent Director Shri Ichiro Hayashidani Additional Director

Statutory Auditor M/s Goyal & Goyal, Chartered Accountants Internal Auditor M/s Thakur Vaidyanath Aiyar & Co., Chartered Accountants Secretarial Auditor M/s Vikas Gera & Associates, Company Secretaries Banker’s Central Bank of India, Hotel Ashok, Chanakyapuri, New Delhi As on 31st March, 2016

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Director’s Report for the F.Y. 2015-16 Delhi Mumbai Industrial Corridor Development Corporation Limited

DIRECTORS’ REPORT

Dear Shareholders,

Your Directors have pleasure in presenting the Eighth Annual Report on the affairs of the Company for the year ended 31st March 2016. Department of Industrial Policy & Promotion (DIPP), Ministry of Commerce & Industry has been designated as the nodal agency from Government of India for the DMIC Project. In accordance with the approval of Government of India, the shareholding pattern of the Company was changed with the introduction of Public financial institutions namely Housing and Urban Development Corporation Limited (HUDCO), India Infrastructure Finance Corporation Limited (IIFCL), Life Insurance Corporation of India (LIC) and Japan Bank for International Cooperation (JBIC). The revised shareholding pattern is as follows: -

SHAREHOLDING PATTERN OF DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED (DMICDC)

GOVERNMENT OF INDIA (49 %)

JBIC (26 %)

HUDCO (19.9 %)

IIFCL (4.1%)

LIC (1 %)

1. FINANCIAL STATEMENT SUMMARY: -

The financial statement summary of the Company for the financial year ended 31st March, 2016 is summarized below: -

(Amount in Rs.) Particulars 2015-16 2014-15

Total Income 9,69,87,416 9,04,64,078 Total Expenses 7,24,15,600 5,09,48,021 Tax Expense 81,33,082 1,27,37,562 Profit / (Loss) for the year after Tax 1,64,38,734 2,67,78,495

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Director’s Report for the F.Y. 2015-16 Delhi Mumbai Industrial Corridor Development Corporation Limited

2. STATUS OF COMPANY’S AFFAIRS: - In the Phase-I of Delhi Mumbai Industrial Corridor (DMIC) Project, eight Investment Regions/ Industrial Areas are being taken up for development as ‘Smart Cities’. The state-wise progress of DMIC Project is as under: -

GUJARAT

AHMEDABAD - DHOLERA SPECIAL INVESTMENT REGION: -

Shareholders’ Agreement (SHA) and the State Support Agreement (SSA) has already been executed between DMIC Project Implementation Trust Fund and State Government of Gujarat/Dholera Special Investment Regional Development Authority (DSIRDA) and SPV has been incorporated by the name of Dholera Industrial City Development Limited (DICDL);

State Government has transferred 1178.95 hectares of land to the SPV; M/s L&T has been appointed at Rs. 1735 crore for construction of roads and

underground utilities – work started on ground; M/s Cube Construction has been appointed at Rs. 73 crore for Administrative

and Business Centre of Dholera (ABCD) building - work started on ground; 8 Bid proposals have been received for EPC tender for Water Treatment Plant

(WTP) and contractor will be appointed by July, 2016; Tender packages for construction of Sewage Treatment Plant (STP) have been

issued and will be issued shortly for Common Effluent Treatment Plant (CETP); DPR for MRTS project completed and approved by State Govt.- A copy has been

sent to JICA for necessary action; ‘In principle’ approval for development of Greenfield International Airport

accorded by Ministry of Civil Aviation; The land disposal policy for Dholera is being finalized; M/s WIPRO has been appointed as the ICT consultant; and Ministry of Railways is undertaking the Final Location Survey (FLS) for

Bhimnath Dholera Rail Link Project which is expected to be completed by October, 2016.

MAHARASHTRA SHENDRA-BIDKIN INDUSTRIAL PARK & DIGHI PORT INDUSTRIAL AREA: –

Shareholders Agreement (SHA) and the State Support Agreement (SSA) has

already been executed between DMIC Project Implementation Trust Fund and the State Government of Maharashtra/ Maharashtra Industrial Development Corporation (MIDC) and SPV has been incorporated by the name of Aurangabad Industrial Township Limited (AITL);

MIDC has already transferred 8.39 sq. km of land to the SPV;

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Director’s Report for the F.Y. 2015-16 Delhi Mumbai Industrial Corridor Development Corporation Limited

M/s Shapoorji Pallonji has been appointed at Rs. 657 crore for construction of roads and underground utilities - work started on ground;

M/s Patil Construction has been appointed at Rs. 71 crore for two (2) Road Over Bridges - work started on ground;

The land disposal policy for Shendra region is being finalized; M/s IBI have been appointed as the ICT Consultants; Preliminary engineering and design is underway for Bidkin region (32 sq.km.

approximately) and is likely to be completed shortly; After completion of the public hearing process, Environment Clearance for

Bidkin is being sought from Ministry of Environment, Forest and Climate Change; and

Land acquisition through negotiated purchase is being undertaken by MIDC for Dighi Port Industrial Area. It is expected that 2000 ha of land will be available by December, 2016.

MADHYA PRADESH PITHAMPUR – DHAR - MHOW INVESTMENT REGION: – State Support Agreement (SSA) and Shareholder’s Agreement (SHA) has been executed between DMIC Project Implementation Trust Fund (DMIC Trust) and State Government of Madhya Pradesh/ MPTRIFAC for node/city level SPV.

A. Vikram Udhyogpuri Project: -

For Integrated Industrial Township ‘Vikram Udyogpuri’ near Ujjain, Share subscription cum Shareholders Agreement has already been executed and the DMIC Project Implementation Trust Fund (DMIC Trust) share of equity has been released to the SPV i.e. Vikram Udyogpuri Limited;

State Government has transferred approx. 1100 acres of land to the SPV; Environment Clearance has been obtained; M/s SPML has been appointed at Rs. 332 Crore for implementation of

various trunk infrastructure components - work started on ground; Project Management Consultants (PMC) has been appointed;

A) Pithampur Water Supply Project: -

For Pithampur Water Supply Project, Shareholders Agreement (SHA) has already been executed and the SPV by the name of Pithampur Jal Prabandhan Company Limited has already been incorporated. DMIC Trust’s share of equity has also been released to the project SPV;

Tender documents for selection of EPC Contractor has been issued.

HARYANA MANESAR – BAWAL INVESTMENT REGION: -

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Director’s Report for the F.Y. 2015-16 Delhi Mumbai Industrial Corridor Development Corporation Limited

Master Plan for Manesar – Bawal Investment Region (MBIR) has been notified; DPR for MRTS between Gurgaon and Bawal has been approved by the State

Government and the same has been forwarded to Department of Economic Affairs (DEA), Ministry of Finance for inclusion in the JICA Rolling Plan;

Joint Venture Agreement’s for the Global City, Mass Rapid Transit System (MRTS) and Integrated Multi-Modal Logistic Hub (IMLH) Project have been executed and steps have been initiated for the formation of Project SPV’s;

State Government is in the process of acquiring the land for Right of way (RoW) for the Mass Rapid Transit System (MRTS) Project as per the approved alignment and for Integrated Multi-Modal Logistic Hub (IMLH) Project site;

Master Planning for the Global City Project is likely to be completed by November, 2016; and

Master Planning for Integrated Multi-Modal Logistic Hub (IMLH) Project is likely to be completed by January, 2017.

RAJASTHAN

A. KHUSHKHERA BHIWADI NEEMRANA INVESTMENT REGION (KBNIR): –

Master Plan for KBNIR notified by the State Government; Land Acquisition initiated for 1425.36 ha. by the State Government; Rajasthan Special Investment Regions Act, 2016 has been notified by State

Government for enabling execution of Shareholders Agreement (SHA) and the State Support Agreement (SSA); and

Draft Shareholders Agreement (SHA) and the State Support Agreement (SSA) shared with the State Government.

B. AEROTROPOLIS PROJECT: -

Site Clearance has been accorded by the Ministry of Civil Aviataion (MoCA); Airport Authority of India (AAI) is preparing the Detailed Project Report

(DPR).

C. JODHPUR–PALI–MARWAR INDUSTRIAL AREA: –

The Master Plan has been prepared and is in the process of getting notified by the State Government;

Environment Impact Assessment (EIA) studies are being taken forward.

UTTAR PRADESH

DADRI NOIDA GHAZIABAD INVESTMENT REGION (DNGIR): -

Shareholders Agreement (SHA) has already been executed between the DMIC Project Implementation Trust Fund and State Government of Uttar Pradesh/GNIDA for the Integrated Industrial Township Project at Greater Noida;

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Director’s Report for the F.Y. 2015-16 Delhi Mumbai Industrial Corridor Development Corporation Limited

M/s Shapoorji Pallonji has been appointed at Rs. 426 Crore for implementation of various trunk infrastructure components - work started on ground;

Bid proposals received for Program Management Consultant (PMC) are under evaluation, Consultants are likely to be appointed by August, 2016;

Project development activities are being taken forward for Multi Modal Logistics Hub (MMLH) and Multi Modal Transport Hub (MMTH); and

Discussions have also been initiated with Dedicated Freight Corridor Corporation of India Limited (DFCCIL) for integrating the MMLH/IMLH with Western and Eastern DFC along with Indian Railways network.

SMART COMMUNITY PROJECTS

A. MODEL SOLAR POWER PROJECT AT NEEMRANA, RAJASTHAN: -

The Model Solar Power Project at Neemrana, Rajasthan was conceived as the

first Smart Micro-Grid project in India, demonstrating the integration of solar power with industrial diesel generator sets (as the backup facility). The Model Solar Power Project consists of the development of 6MWp Solar PV and 2.5 MW Diesel Generator Set integrated with a Smart Micro Grid feeding power to industrial consumers in Neemrana Industrial Park. The project is being implemented in partnership with New Energy and Industrial Technology Development Organization (NEDO), Government of Japan wherein the solar panels and equipments are being procured from Japanese companies namely Hitachi, Kyocera, Sharp, Solar Frontier, Kaneka, etc.;

A Memorandum of Understanding (MoU) was executed among NEDO, Japan, Department of Economic Affairs (DEA), Ministry of Finance, Ministry of New and Renewable Energy (MNRE) & Delhi Mumbai Industrial Corridor Development Corporation (DMICDC) Ltd. on 30th April, 2012 for the Model Solar Power Project. The MoU has been extended up to 31st August, 2019;

The Power Purchase Agreement (PPA) for the 05 MW Solar Power Project has been executed with NTPC Vidyut Vyapar Nigam Limited (NVVNL) on 05th June, 2015 at the tariff of Rs. 8.77/- per unit;

The 5 MW Solar Power Plant has been connected to grid on 23rd July, 2015 and subsequently got commissioned on 03rd September, 2015. The Commissioning Certificate has been issued by Rajasthan Renewable Energy Corporation Limited (RRECL) on 03rd September, 2015. The power is being supplied to State Grid (i.e. 220KV GSS Neemrana) at the agreed tariff of Rs. 8.77/- per unit.;

The Power Purchase Agreement (PPA) for 01 MW integrated solar power has been executed with M/s MIKUNI India Private Limited on the basis of fixed tariff of Rs. 11.99/- per unit for the period of 10 years on 17th May, 2016. The construction activities will soon be started at the 01 MW site to complete the work in a time bound manner; and

The Implementation Document (ID) is being finalized in consultation with NEDO and Hitachi.

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Director’s Report for the F.Y. 2015-16 Delhi Mumbai Industrial Corridor Development Corporation Limited

B. LOGISTICS DATA BANK (LDB) PROJECT: -

Logistics Data Bank (LDB) Project is a solution that will integrate information with various agencies across supply chain to provide detailed real time information about the movement of containers in a single window;

Notification for amendment of the Scale of Rates by Tariff Authority for Major Ports (TAMP) for levy of Mandatory User Charge (MUC) has been issued;

Joint Venture and Shareholders’ Agreement has been executed between DMIC Project Implementation Trust Fund and NEC Corporation, Japan and SPV has been incorporated as a Joint Venture of DMIC Trust & NEC Corporation, Japan by the name of ‘DMICDC Logistics Data Services Limited’;

Port Operator Agreements has been executed with JNPT; The procurement of hardware (i.e. RFID Readers & Tags) required for the

project has been completed; The Loan Agreement between DMIC Project Implementation Trust Fund and

DMICDC Logistics Data Services Limited has been executed on 18th June, 2016;

Logistics Data Bank (LDB) Services Agreement has been executed with NEC India Private Limited on 15th June, 2016; and

The Project has been launched and services have started at all the port terminals at JNPT Port with effect from 01st July, 2016.

INTEGRATED EXHIBITION CUM CONVENTION CENTRE (ECC) AT DWARKA, DELHI: -

The Project was approved by the Union Cabinet in its meeting held on 23rd March, 2016;

The Project Steering Committee constituted to oversee and steer the Project has approved the implementation framework in its first meeting held on 26th May, 2016; and

Other project development activities are being taken forward. The RFQ cum RFP for Selection of Programme Manager is being issued.

3. DIVIDEND: - No dividend has been recommended during the financial year.

4. RESERVES: -

During the period under review Rs. 1,64,38,734/- (Rupees One Crore Sixty Four Lakhs Thirty Eight Thousand Seven Hundred and Thirty Four only) has been transferred to the reserves by the Company.

5. CHANGE IN THE NATURE OF BUSINESS, IF ANY: -

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Director’s Report for the F.Y. 2015-16 Delhi Mumbai Industrial Corridor Development Corporation Limited

There was no change in the nature of the business of the Company during the financial year ended on 31st March, 2016.

6. DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENT: -

M/s Thakur Vaidyanath Aiyar & Co., Chartered Accountants were appointed as Internal Auditors of the Company for the financial year 2015-16 pursuant to Section 138(1) of the Companies Act, 2013 in the Board Meeting of the Company held on 10th August, 2015. Board feels that the scope of Internal Audit and internal financial control having regard to the size of the Company are adequate.

7. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY’S OPERATIONS IN FUTURE: -

No order(s) has been passed by the regulators or courts or tribunals impacting the going concern status and company’s operations in future during the period.

8. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE

FINANCIAL POSITION OF THE COMPANY OCCURRED AT THE END OF THE FINANCIAL YEAR DATED 31ST MARCH, 2016 AND THE DATE OF THE REPORT: - There are no material changes occurred in between the financial year ended on 31st March, 2016 and date of the report of the Company which affects the financial position of the Company. However, there is substantial progress in the projects of the Company during the financial year 2015-16 and thereafter with majority of projects having entered into the implementation phase.

9. NAMES OF THE COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARIES/ JOINT VENTURES/ ASSOCIATE COMPANIES DURING THE YEAR: -

During the financial year ended on 31st March, 2016, no Company has become or ceased to be DMICDC’s subsidiaries/ joint ventures/ associate company.

10. DEPOSITS: -

During the financial year ended on 31st March, 2016, the Company has not accepted any deposits nor have any deposits remained unpaid or unclaimed. Further, during this period, the Company has not defaulted in the repayment of the deposits or the payment of the interest due thereon.

11. STATUTORY AUDITORS: -

The Comptroller and Auditor General of India (C&AG) vide its letter No./CA.V/COY/CENTRAL GOVERNMENT, DMICDC(0)/225 dated 08th July,

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Director’s Report for the F.Y. 2015-16 Delhi Mumbai Industrial Corridor Development Corporation Limited

2015 has appointed M/s Goyal and Goyal, Chartered Accountants as the Statutory Auditors of the Company as per the provisions of the Companies Act, 2013 for the financial year 2015-16. Also the supplementary audit of the Company for the financial year 2015-16 has been entrusted to Principal Director, Commercial Audit & Ex- Officio Member Audit Board - I.

On similar lines, the office of Comptroller and Auditor General of India (C&AG) will appoint the Statutory Auditors for the financial year 2016-17. Also, the supplementary audit of the Company for the financial year 2016-17 will be entrusted to Principal Director, Commercial Audit & Ex- Officio Member Audit Board - I. The Statutory Auditors of the Company to be appointed by the office of the Comptroller and Auditor General of India (C&AG) will hold the office till the conclusion of the 08th Annual General Meeting of the Company.

12. AUDITORS’ REPORT: -

The Auditor’s Report do not contain any qualification. The notes to the accounts referred to in the Auditor’s Report are self-explanatory and therefore do not call for any further comments of Directors.

13. SECRETARIAL AUDITORS’ REPORT: - M/s Vikas Gera & Associates, Company Secretaries had been appointed to conduct the Secretarial Audit of the Company for the financial year 2015-16 as per Section 204 of the Companies Act, 2013 and rules made thereunder. The Secretarial Audit Report in Form M.R-3 do not contain any qualification, reservation or adverse remarks. The Secretarial Audit report for the financial year ended on 31st March, 2016 is attached at Annexure-“A”.

14. CAPITAL STRUCTURE: -

The authorised, issued and paid up share capital of the Company is Rs. 100,00,00,000/- (Rupees One Hundred Crores Only) divided into 10,00,00,000 (Ten Crore) equity shares of Rs. 10/- (Rupees Ten) each.

15. EXTRACT OF THE ANNUAL RETURN UNDER SECTION 92(3): -

In accordance with Section 134(3)(a) of the Companies Act, 2013, the extract of the Annual Return as provided under Section 92 (3) of the Companies Act, 2013 in Form No. MGT - 9 is attached at Annexure-“B”.

16. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO: -

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Director’s Report for the F.Y. 2015-16 Delhi Mumbai Industrial Corridor Development Corporation Limited

The details of conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:-

A) Conservation of energy*: -

(i) the steps taken or impact on conservation of energy : Not Applicable

(ii) the steps taken by the Company for utilizing alternate : Not Applicable sources of energy

(iii) the capital investment on energy conservation equipment’s : Not Applicable

B) Technology absorption: -

(i) the efforts made towards technology absorption : Not Applicable

(ii) the benefits derived like product improvement, cost reduction, product development or import substitution; : Not Applicable

(iii) in case of imported technology (imported during the last three years reckoned from the beginning of the

financial year) : Not Applicable (a) The details of technology imported; (b) the year of import; (c) whether the technology been fully absorbed; (d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof; and

(iv) the expenditure incurred on Research and Development : Not Applicable

C) Foreign exchange earnings and Outgo:

a) The Foreign Exchange earned in terms of actual inflows during the year : Nil

b) The Foreign Exchange outgo during the year in terms of actual outflows : Rs. 6,62,853/-

[*Note: The principal activity of the Company is to facilitate, promote and establish industrial corridors/investment regions/industrial areas/ economic regions/industrial nodes/special economic zones/townships with state-of-art industrial, physical and social infrastructure. The conservation of energy and technology absorption is not applicable. However the Company is doing its best efforts for the conservation of energy through various project development activities.]

16. Board of Directors: - Changes in Directors and Key Managerial Personnel

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Director’s Report for the F.Y. 2015-16 Delhi Mumbai Industrial Corridor Development Corporation Limited

S. No. Name of the Director(s)/

Key Managerial Personnel(s)

Date of Appointment Date of Cessation

1. Shri Talleen Kumar 7th June, 2010 (Re-designated as CEO & MD w.e.f. 19th March 2014)

05th August, 2015

2. Shri Shatrughna Singh 10th August, 2015 19th October, 2015 3. Shri Alkesh Kumar

Sharma 19th October, 2015 ---

4. Smt. Shubhra Singh 30th March, 2015 18th January, 2016 5. Shri Shin Oya 30th April, 2013 25th January, 2016 6. Smt. Kalpana Awasthi 27th January, 2016 --- 7. Shri Ichiro Hayashidani 27th January, 2016 --- 8. Shri Amitabh Kant 29th September, 2009

(Re-designated as Chairman w.e.f 13th

March 2014)

01st March, 2016

9. Shri Tadashi Maeda 30th April, 2013 01st March, 2016 10. Shri Ramesh Abhishek 01st March, 2016 --- 11. Shri Hideo Naito 01st March, 2016 ---

(A) Declaration by Independent Director(s) for the Financial Year 2015-16, if any: -

The definition of “Independence” of Independent Directors has been derived from Section 149(6) of the Companies Act, 2013. Based on the confirmation/ disclosures received, the following persons have been appointed as Independent Directors of the Company for the period of five years with effect from 30th March, 2015 as per Section 149(6) of the Companies Act, 2013 and other applicable provisions of the Companies Act, 2013: -

a) Shri Jai Prakash Batra (DIN: 00654332); and b) Shri Prasanna Kumar Dash (DIN: 01578400). The Company has received the declaration from the Independent Directors in accordance with Section 149 of the Companies Act, 2013, for the financial year 2015-16 that they meet the criteria of independence as laid out in Sub-Section (6) of Section 149 of the Companies Act, 2013. The similar declaration has also been received for the financial year 2016-17.

(B) Number of Meetings of the Board of Directors: -

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Director’s Report for the F.Y. 2015-16 Delhi Mumbai Industrial Corridor Development Corporation Limited

Five (05) meetings of the Board of Directors of the Company were held in the financial year 2015-16. The details of the Board Meeting are as under: -

S. No. Particulars Date of Board Meeting

1 35th Board Meeting 30th June, 2015 2 36th Board Meeting 10th August, 2015 3 37th Board Meeting 31st October, 2015 4 38th Board Meeting 04th February, 2016 5 39th Board Meeting 29th February, 2016

17. COMMITTEES OF THE BOARD: -

The Board of Directors of the Company has following two committees:-

(A) Audit Committee:

As per the Section 177 and other applicable provisions of the Companies Act, 2013, the Board of Directors of the Company in its 34th Meeting held on 30th March, 2015 has reconstituted the Audit Committee. The composition of the Audit Committee is as follows: -

a) Shri J.P Batra (DIN: 00654332), Ex-Chairman, Railway Board and Independent Director, DMICDC Ltd;

b) Shri P.K Dash (DIN: 01578400), Ex-Additional Chief Secretary, Industries, Government of Madhya Pradesh and Independent Director, DMICDC Ltd; and;

c) Shri Ichiro Hayashidani (DIN: 07417884), Chief Representative Officer in New Delhi, Japan Bank for International Cooperation (JBIC) and Director, DMICDC Ltd.

During the year 2015-16, two meetings have been held on 10th August, 2015 and 04th February, 2016.

(B) Nomination and Remuneration Committee:

As per the Section 178 and other applicable provisions of the Companies Act, 2013, the Board of Directors of the Company in its 34th Meeting held on 30th March, 2015 has re-constituted the Nomination and Remuneration Committee. The composition of the Nomination and Remuneration Committee is as follows:-

a) Shri J.P Batra (DIN: 00654332), Ex-Chairman, Railway Board and Independent Director, DMICDC Ltd;

b) Shri P.K Dash (DIN: 01578400), Ex-Additional Chief Secretary, Industries, Government of Madhya Pradesh and Independent Director, DMICDC Ltd; and

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Director’s Report for the F.Y. 2015-16 Delhi Mumbai Industrial Corridor Development Corporation Limited

c) Shri Ichiro Hayashidani (DIN: 07417884), Chief Representative Officer in New Delhi, Japan Bank for International Cooperation (JBIC) and Director, DMICDC Ltd.

During the year 2015-16, two meetings have been held on 31st October, 2015 and 04th February, 2016.

18. REMUNERATION PAID TO KEY MANAGERIAL PERSONNEL (KMPs): -

The Company has during the financial year 2015-16 paid remuneration to Shri Alkesh Kumar Sharma, CEO & Managing Director, Shri Pradeep Kumar Agarwal, Chief Financial Officer and Shri Abhishek Chaudhary, VP - Corporate Affairs, HR and Company Secretary. The details of the remuneration paid during the financial year 2015-16 is mentioned in Clause VI (C) of Form No. MGT - 9.

19. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER

SECTION 186: -

No Loan(s) or Guarantee(s) has been given and Investment(s) has been made under Section 186 by the Company during the financial year under review.

20. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES UNDER SECTION 188(1):-

No contract or arrangements were entered into by the Company with related parties referred to in sub-section (1) of section 188 of the Companies Act during the financial year under review.

21. RISK MANAGEMENT AND INTERNAL ADEQUACY: -

The Company has adequate risk management process to identify and notify the Board of Directors about the risks or opportunities that could have an adverse impact on the Company's operations or could be exploited to maximize the gains. The processes and procedures are in place to act in a time bound manner to manage the risks or opportunities. The risk management process is reviewed and evaluated by the Board of Directors.

The Company’s internal control systems are commensurate with the nature of its business and the size and complexity of its operations. These are routinely tested and certified by Statutory as well as Internal Auditors. Significant audit observations and follow up actions thereon are reported to the Audit Committee.

22. DIRECTORS’ RESPONSIBILITY STATEMENT: -

In pursuance to clause (c) of Sub-Section (3) of Section 134 of the Companies Act, 2013 it is stated that:-

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Director’s Report for the F.Y. 2015-16 Delhi Mumbai Industrial Corridor Development Corporation Limited

a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b) the directors had selected such accounting policies and applied them consistently

and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit and loss of the Company for that period;

c) The directors had taken proper and sufficient care for the maintenance of

adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) the directors had prepared the annual accounts on a going concern basis; and e) The directors had devised proper systems to ensure compliance with the

provisions of all applicable laws and that such systems were adequate and operating effectively.

23. PERFORMANCE EVALUATION OF THE BOARD OF DIRECTORS: - A meeting of Independent Directors of the Company was held on 29th February, 2016 to review the performance of Non- Independent Directors, including the performance of Chairperson of the Company.

24. COST AUDITORS: -

As per the provisions of the Companies Act, 2013, the Company is not required to appoint the Cost Auditors.

25. POLICY IN COMPLIANCE OF THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013: -

The Company has zero tolerance towards sexual harassment at the workplace and has adopted a policy on prevention, prohibition and redressal of sexual harassment at workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder.

26. EXPLANATION OR COMMENTS BY THE BOARD ON EVERY QUALIFICATION, RESERVATION OR ADVERSE REMARK OR DISCLAIMER MADE: -

The reports of Statutory Auditor and Secretarial Auditor are free from any qualification, reservation or adverse remark or disclaimer.

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Director’s Report for the F.Y. 2015-16 Delhi Mumbai Industrial Corridor Development Corporation Limited

27. ACKNOWLEDGEMENTS: -

The Board of Directors of the Company wish to place on record, their thanks and appreciation to all workers, staff members and executives for their contribution to the operations of the Company. The Directors are thankful to the Government of India, Japan Bank for International Cooperation (JBIC), Housing and Urban Development Corporation Limited (HUDCO), India Infrastructure Finance Corporation Limited (IIFCL) and Life Insurance Corporation of India (LIC), and its Bankers. The Directors also place on record their sincere thanks to the shareholders for their continued support, co-operation and confidence in the Management of the Company.

For and on behalf of the Board of Directors

sd/- (Ramesh Abhishek) Chairman DIN: 07452293 Date: 22nd July, 2016 Place: New Delhi

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ANNEXURE- “A”

  

VIKAS GERA & ASSOCIATES COMPANY SECRETARIES

17/53, 202, Arya Complex, Mall Road, Tilak Nagar, New Delhi- 110018 PH NO.: 98103-11198, 93124-09110, 011-45587592

_________________________________________________________

Form No. MR-3 SECRETARIAL AUDIT REPORT

For The Financial Year Ended 31st March, 2016 [Pursuant to section 204(1) of the Companies Act, 2013 and rule No.9 of the

Companies (Appointment and Remuneration Personnel) Rules, 2014] To, The Members, Delhi Mumbai Industrial Corridor Development Corporation Limited Room No. 341B, 03rd Floor, Main Building, Ashoka Hotel, Diplomatic Enclave, 50B, Chanakyapuri Delhi - 110021 I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED (hereinafter called “the Company”). Secretarial Audit was conducted in a manner that provided me a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing my opinion thereon. Based on my verification of the Company’s books, papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of Secretarial Audit, I hereby report that in my opinion, the Company has, during the audit period covering the Financial Year ended on 31st March, 2016 complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

17

I have examined the books, papers, minute books, forms and returns filed and other records maintained by DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED (“the Company”) for the Financial Year ended on 31st March, 2016 according to the provisions of:

1) The Companies Act, 2013 (the Act) and the rules made there under;

2) Foreign Exchange Management Act, 1999 and Regulations made there under to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings;

3) Other laws as are and to the extent applicable to the Company as per the Management representations, given below:

(i) The Employee Provident Fund Miscellaneous Provisions Act, 1952.

(ii) The Payment of Gratuity Act, 1972.

(iii) Delhi Shops & Establishment Act, 1954.

(iv) Indian Stamp Act, 1999.

I have also examined compliance with the applicable clauses of the following:

(i) Secretarial Standards issued by The Institute of Company Secretaries of India.

(ii) The Company has not entered into listing agreements with any

Stock Exchange, being an unlisted entity. During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned and there was no non-compliance/observation/audit qualification, reservation or adverse remarks in respect of above paragraphs.

I further report that The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act.

18

Adequate notice is given to all Directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.

Majority decision is carried through while the dissenting members’ views are captured and recorded as part of the minutes. I further report that there are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines. There is no non-compliance/observation/audit qualification, reservation or adverse remarks in respect of the Board Structures/system and processes relating to the Audit period.

For Vikas Gera & Associates Place: New Delhi Date: 22nd July, 2016 Sd/-

(Vikas Gera) Practicing Company Secretary FCS No. 5248 C P No.: 4500 Note: This report is to be read with our letter of even date which is annexed as

Annexure A and forms an integral part of this report.

19

 

 

VIKAS GERA & ASSOCIATES COMPANY SECRETARIES

17/53, 202, Arya Complex, Mall Road, Tilak Nagar, New Delhi- 110018 PH NO.: 98103-11198, 93124-09110, 011-45587592

_________________________________________________________

Annexure - A To, The Members, Delhi Mumbai Industrial Corridor Development Corporation Limited Room No. 341B, 03rd Floor, Main Building, Ashoka Hotel, Diplomatic Enclave, 50B, Chanakyapuri Delhi – 110021

Our report of even date is to be read along with this letter.

1. Maintenance of secretarial record is the responsibility of the management

of the company. Our responsibility is to express an opinion on these secretarial records based on our audit.

2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.

3. We have not verified the correctness and appropriateness of financial

records and Books of Accounts of the company.

4. The Compliances done by the company of the applicable Financial Laws like Direct and Indirect Tax Laws have not been reviewed by us as the same have been subject to review by the Statutory Financial Auditor and any other designated professional.

5. Where ever required, we have obtained the Management

representation about the compliance of laws, rules and regulations and happening of events etc.

20

 

 

6. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management. Our examination was limited to the verification of procedures on test basis.

7. The Secretarial Audit report is neither an assurance as to the future

viability of the company nor of the efficacy or effectiveness with which the management has conducted the affairs of the company.

For Vikas Gera & Associates Place: New Delhi Date: 22nd July, 2016 Sd/-

(Vikas Gera) Practicing Company Secretary FCS No. 5248 C P No.: 4500  

21

1 CIN

2 Registration Date

3 Name of the Company

4 Category/Sub-Category of Company

5Address of the Registered office andcontact details

6 Whether listed company

7Name, Address and Contact details of Registrar and Transfer Agent, if any

S.No.Name and Description of main

products/ servicesNIC Code of the Product/

service

1 The principal activity of theCompany is to facilitate, promoteand establish industrialcorridors/investment regions/industrial areas/ economicregions/industrial nodes/specialeconomic zones/townships withstate-of-art industrial, physical andsocial infrastructure.

84* (Public administration anddefence; compulsory socialsecurity)

S.No. Name of the Company CINHolding/

Subsidiary/Associate

% of shares held

Applicable Section

1DMICDC GUNA POWERCOMPANY LIMITED

U40109DL2010PLC202494 Subsidiary 100 2(46)

2DMICDC INDAPUR POWERCOMPANY LIMITED

U40109DL2010PLC202497 Subsidiary 100 2(46)

3DMICDC VAGHEL POWERCOMPANY LIMITED

U40101DL2010PLC202516 Subsidiary 100 2(46)

4DMICDC VILLE BHAGAD POWERCOMPANY LIMITED

U40108DL2010PLC202518 Subsidiary 100 2(46)

5DMICDC NEEMRANA SOLARPOWER COMPANY LIMITED

U40300DL2014PLC266439 Subsidiary 100 2(46)

Annexure - "B"

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

% to total turnover of the Company

--

*(As per National Industrial Classifications (NIC) 2008 code)

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANYAll the business activities contributing 10% or more of the total turnover of the Company shall be stated:-

Form No. MGT-9 EXTRACT OF ANNUAL RETURN

As on the financial year ended on 31.03.2016[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the

Companies (Management and Administration) Rules, 2014]

COMPANY LIMITED BY SHARES

ROOM NO. 341B, 3RD FLOOR, MAIN BUILDING ASHOKA, HOTEL, DIPLOMATIC ENCLAVE, 50B, CHANAKYAPURI, NEW DELHI – 110 021

NO

N.A.

I. REGISTRATION AND OTHER DETAILS

U45400DL2008PLC172316

07TH JANUARY, 2008

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

22

Demat Physical Total % of Total Shares

Demat Physical Total % of Total Shares

A. Promoter(s)(1)Indiana) Individual/ HUF

0 0 0 0 0 0 0 0 0

b) Central Govt. 0 4,90,00,000 4,90,00,000 49 0 4,90,00,000 4,90,00,000 49 Nilc) State Govt. (s)

0 0 0 0 0 0 0 0 0

d) Bodies Corp. 0 0 0 0 0 0 0 0 0e) Banks/FI 0 0 0 0 0 0 0 0 0f) Any Other 0 0 0 0 0 0 0 0 0Sub-total (A)(1):- 0 4,90,00,000 4,90,00,000 49 0 4,90,00,000 4,90,00,000 49 Nil2) Foreign

a) NRIs -Individuals 0 0 0 0 0 0 0 0 0

b) Other - Individuals 0 0 0 0 0 0 0 0 0

c) Bodies Corp. 0 0 0 0 0 0 0 0 0d) Banks/FI 0 0 0 0 0 0 0 0 0e) Any Other 0 0 0 0 0 0 0 0 0Sub-total(A)(2):- 0 0 0 0 0 0 0 0 Nil

Total shareholding (A)= (A)(1)+(A)(2)

0 4,90,00,000 4,90,00,000 49 0 4,90,00,000 4,90,00,000 49 Nil

IV. SHAREHOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)

i) Category-wise Shareholding

No. of Shares held at the beginning of the year No. of Shares held at the end of the year % change in Shareholding

during the year

Category of Shareholders

23

1.Institutionsa)Mutual Funds 0 0 0 0 0 0 0 0 0b)Banks/FI 0 2,40,00,000 2,40,00,000 24 0 2,40,00,000 2,40,00,000 24 Nilc)Central Govt 0 0 0 0 0 0 0 0 0d)State Govt (s) 0 0 0 0 0 0 0 0 0e)Venture Capital Funds 0 0 0 0 0 0 0 0 0

f)Insurance Companies 0 10,00,000 10,00,000 1 0 10,00,000 10,00,000 1 Nil

g)FIIs 0 0 0 0 0 0 0 0 0h)Foreign Venture Capital Funds 0 0 0 0 0 0 0 0 0

i) Others 0 0 0 0 0 0 0 0 0Foreign Holdings (FIIs/FCs/FFIs/NRIs/OCBs)

0 2,60,00,000 2,60,00,000 26 0 2,60,00,000 2,60,00,000 26 Nil

Sub-total (B)(1):- 0 5,10,00,000 5,10,00,000 51 0 5,10,00,000 5,10,00,000 51 Nil

2. Non- Institutionsa) Bodies Corporates 0 0 0 0 0 0 0 0 0

i. Indian 0 0 0 0 0 0 0 0 0ii. Overseas 0 0 0 0 0 0 0 0 0b) Individuals 0 0 0 0 0 0 0 0 0i)  Individual shareholders holding nominal share capital up to Rs.1lakh

0 0 0 0 0 0 0 0 0

ii)Individual shareholders holding nominal share capital in excess of Rs.1 lakh

0 0 0 0 0 0 0 0 0

c) Others 0 0 0 0 0 0 0 0 0Sub-total(B)(2):- 0 0 0 0 0 0 0 0 Nil

B. Public Shareholding

24

Total Public Shareholding (B)=(B)(1)+(B)(2)

0 5,10,00,000 5,10,00,000 51 0 5,10,00,000 5,10,00,000 51 Nil

C. Shares held by Custodian for GDRs & ADRs

0 0 0 0 0 0 0 0 Nil

Grand Total (A+B+C)

0 10,00,00,000 10,00,00,000 100 0 10,00,00,000 10,00,00,000 100 Nil

S. No. Shareholders Name

No. of Shares % of total Shares of the Company

% of Shares Pledged/ encumbered to total shares

No. of Shares % of total Shares of the Company

% of Shares Pledged/ encumbered to total shares

President of India Through Secretary, Department of Industrial Policy and Promotion, Ministry of Commerce & Industries

4,89,99,998 4,89,99,998

Shri Ravinder, IAS, Director, Department of Industrial Policy & Promotion, Ministry of Commerce & Industries

1 1

Repersentative of President of India represented through Joint Secretary, DIPP, Ministry of Commerce and Industries

1 1

1

Shareholding at the beginning of the year

Shareholding at the end of the year

4949 - - -

% change in share-holding during the year

ii. Shareholding of Promoters

25

No. of Shares% of total

shares of the company

No of Shares

% of total shares of

the company

1 At the beginning of the year - - - -

3 At the end of the year - - - -

No. of shares% of total

shares of the Company

No. of shares

% of total shares of

the company

1 At the beginning of the year 2,60,00,000 26 2,60,00,000 26

3At the end of the year (or on the dateof separation, if separated during theyear)

2,60,00,000 26 2,60,00,000 26

1 At the beginning of the year 1,99,00,000 19.9 1,99,00,000 19.9

3At the end of the year (or on the dateof separation, if separated during theyear)

1,99,00,000 19.9 1,99,00,000 19.9

iii. Change in Promoters’ Shareholding please specify, if there is no change): No Change

Housing and Urban Development Corporation Limited (HUDCO)

S. No.

iv. Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):

Cumulative Shareholding during the

year

Japan Bank for International Cooperation (JBIC)

For each of the Top 10 Shareholders

2

S. No.

Shareholding at the beginning of the year

-

Date wise Increase/ Decrease in Shareholding during the year specifying the reasons for Increase/Decrease (e.g. allotment/ transfer/ bonus/sweat equity etc.)

- -

2

Shareholding at the beginning of the year

Cumulative Shareholding during the

year

Particulars

- -

- -

- -

- -

2

Date wise Increase/ Decrease in Promoters Shareholding during the year specifying the reasons for increase /decrease (e.g. allotment sweat equity etc.

Date wise Increase/ Decrease in Shareholding during the year specifying the reasons for Increase/ Decrease (e.g. allotment/ transfer/ bonus/sweat equity etc.)

-

26

1 At the beginning of the year 40,99,998 40,99,998

3At the end of the year (or on the dateof separation, if separated during theyear)

40,99,998 40,99,998

1 At the beginning of the year 01 01

3At the end of the year (or on the dateof separation, if separated during theyear)

01 01

1 At the beginning of the year 01 01

3At the end of the year (or on the dateof separation, if separated during theyear)

01 01

1 At the beginning of the year 10,00,000 1 10,00,000 1

3At the end of the year (or on the dateof separation, if separated during theyear)

10,00,000 1 10,00,000 1

No. of shares% of total

shares of the Company

No. of shares

% of total shares of

the Company

(C) IIFCL jointly with Shri Rajeev Mukhija

Shareholding at the beginning of the year

Life Insurance Corporation of India (LIC)

2

2

(A) India Infrastructure Finance Company Limited (IIFCL)

Date wise Increase/ Decrease in Shareholding during the year specifying the reasons for Increase/Decrease (e.g. allotment/ transfer/ bonus/sweat equity etc.)

-

India Infrastructure Finance Company Limited (IIFCL) [A+B+C]

v. Shareholding of Directors and Key Managerial Personnel: Nil

Cumulative Shareholding during the

yearFor each of the Directors and KMPS. No.

-

-

Date wise Increase/ Decrease in Shareholding during the year specifying the reasons for Increase/Decrease (e.g. allotment/ transfer/ bonus/sweat equity etc.)

- -

-

-

Date wise Increase/ Decrease in Shareholding during the year specifying the reasons for Increase/Decrease (e.g. allotment/ transfer/ bonus/sweat equity etc.)

-

Date wise Increase/ Decrease in Shareholding during the year specifying the reasons for Increase/Decrease (e.g. allotment/ transfer/ bonus/sweat equity etc.)

-

4.1 4.1

2

2

(B) IIFCL jointly with Shri P.R. Jaishankar

-

27

1 At the beginning of the year

3At the end of the year (or on the dateof separation, if separated during theyear)

Secured Loans excluding deposits Unsecured Loans Deposits

Indebtedness at the beginning of the financial year

- - -

i)Principal Amount

- - -

ii)Interest due but not paid

- - -

iii)Interest accrued but not due

- - -

Total(i+ii+iii) - - -

Addition - - -Reduction - - -Net Change - - -

i)Principal Amount

- -

ii) Interest due but not paid

- - -

iii) Interestaccrued but notdue

- - -

Total (i+ii+iii) - -

S. No. Particulars of Remuneration Name of MD/WTD/Manager

Gross salary(a)Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961(b)Value of perquisites u/s 17(2)Income-tax Act, 1961(c)Profits in lieu of salary under section17(3) Income- tax Act, 1961

2 Stock Option3 Sweat Equity

Commission - as % of profit - others specify

5 Others, please specifyTotal(A)Ceiling as per the Act

-

Change in Indebtedness during the financial year

---

Indebtedness at the end of the financial year

-

-

4

1

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

2

Date wise Increase/ Decrease in Shareholding during the year specifying the reasons for Increase/Decrease (e.g. allotment/ transfer/ bonus/sweat equity etc.)

Total Indebtedness

-

-

-

-

Nil

V. INDEBTEDNESS: Indebtedness of the Company including interest outstanding/accrued but not due for payment:

-

-

A. Remuneration to Managing Director, Whole-time Directors and/or Manager:

Total Amount

Shri Alkesh Kumar Sharma(CEO & Managing Director)(For the period from 19th

October, 2015 to 31st March, 2016)

12,78,688

493,565

NIL

NILNIL

NIL

NIL1,772,253

-

28

S. No. Particulars of Remuneration Name of Directors

Fee for attending board committee meetings to Independent Directors

During the financial year 2015-16, Sitting fees was paid to Sh. Prasanna Kumar Dash and Sh. Jai Prakash Batra, Independent Directors of the Company in the following manner:-

1.) Rs. 10,000/- each was paid for attending the (4) Four Board Meetings, (2) Two Audit Committee Meetings and (2) Two Nomination and Remuneration Committee Meetings.

2) Rs. 20,000/- each for one Board Meeting and for one Independent Directors Meeting on account of the revision of Sitting Fees approved by the Board of Directors in their meting held on 04th February, 2016.

Commission -

Others, please specify -

Other Non-Executive Directors:-Fee for attending board committee meetingsCommissionOthers, please specify

S.No. Particulars of RemunerationCompany Secretary

CFO Total

2,794,589 3,072,993 5,867,582

636,032 702,945 1,338,977

- - - 2 - - - 3 - - -

- - - - - - - - -

5 - - -

3,430,621 3,775,938 7,206,559

- others, specify

Others, please specify

Total

Gross salary

(a)Salary as per provisions contained in section17(1)of the Income-tax Act,961

(b)Value of perquisites u/s 17(2)Income-tax Act,1961

(c)Profits in lieu of salary under section17(3)Income-tax Act,1961Stock OptionSweat EquityCommission- as % of profit

2

-Total(2)

Total Amount

-

240,000

B.     REMUNERATION TO OTHER DIRECTORS:

Total (1) 240,000

N.A.

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD

Key Managerial Personnel

1

4

2,012,253

240,000

-

-

Total(B) =(1)+(2)Total(A+B)

1

29

Type Section of the Companies Act Brief Description

Details of Penalty/

Punishment/ Compounding Fees imposed

Authority [RD/ NCLT/ COURT]

Appeal made, if any (give details)

PenaltyPunishmentCompounding

PenaltyPunishmentCompounding

PenaltyPunishmentCompounding

sd/-

ChairmanDIN: 07452293

A.COMPANY

VII. PENALTIES/PUNISHMENT/COMPOUNDING OF OFFENCES:

Date : 22nd July, 2016

For and on behalf of the Board of Directors

(Ramesh Abhishek)

Place : New Delhi

NONE

NONE

NONE

C. OTHER OFFICERS IN DEFAULT

B.DIRECTORS

30

AUDITOR’S REPORT &

STANDALONE

FINANCIAL STATEMENT

INDEPENDENT AUDITOR’S REPORT To The Members of DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LTD. Report on the Standalone Financial Statements We have audited the accompanying standalone financial statements of DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LTD. (“the Company”), which comprise the Balance Sheet as at 31st March 2016, the Statement of Profit and Loss and the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information. Management’s Responsibility for the Standalone Financial Statements The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies(Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. Auditor’s Responsibility Our responsibility is to express an opinion on these standalone financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act and other applicable authoritative pronouncements issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on standalone financial statements. Opinion In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2016, and its Profit and its cash flows for the year ended on that date.

31

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”) issued by the

Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the “Annexure A”, a statement on the matters specified in the paragraph 3 and 4 of the Order.

2. As required by section 143(3) of the Act, we report that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit;

(b) In our opinion, proper books of account as required by law have been kept by the

Company so far as it appears from our examination of those books;

(c) The balance sheet, the statement of profit and loss, and the cash flow statement dealt with by this Report are in agreement with the books of account;

(d) In our opinion, the aforesaid standalone financial statements comply with the Accounting

Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;

(e) On the basis of the written representations received from the directors as on 31st March,

2016 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2016 from being appointed as a director in terms of Section 164(2) of the Act;

(f) With respect to the adequacy of the internal financial controls over financial reporting of

the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure-B”;

(g) With respect to the other matters to be included in the Auditor’s Report in accordance

with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i. the Company does not have any pending litigations which would impact its financial

position;

ii. the Company does not have any long-term contracts including derivative contracts for which there were any material foreseeable losses;

iii. There were no amounts which were required to be transferred to the Investor

Education and Protection Fund by the Company during the year ended March 31st , 2016.

As required by Section 143(5) of the Act, we report that:

a) The Company has no Freehold/Leasehold property. .

b) In our opinion, there are no cases of waiver/ write off of debts/ loans/ interest.

c) The Company does not maintain any inventory and has not received any asset as gift from government or other authorities.

For GOYAL & GOYAL Chartered Accountants, FRN: 000066N Sd/- (MUKESH GOYAL) Partner Membership No.080494 Place: New Delhi Date: 22nd July 2016

32

Annexure A to the Auditors Report The Annexure referred in the Independent Auditors’ Report to the member of the Company on the standalone financial statement for the year ended 31 March 2016, we report that:

(i) (a) The Company has maintained proper records showing full particulars, including

quantitative details and situation of Fixed Assets.

(b) As per information & explanation given to us, the fixed assets have been physically verified by management during the year, which in our opinion is reasonable, having regard to the size of the company and nature of its assets. No material discrepancies were noticed on such physical verification.

(c) The company does not own any immovable property.

(ii) The Company does not have any inventory. Accordingly, the provisions of clause 3(ii) of the Order are not applicable.

(iii) According to the information and explanation given to us the Company has not granted any loans secured or unsecured to companies, firms, Limited Liability Partnership or other parties covered in register maintained under section 189 of Companies Act, 2013. Accordingly, provisions of clauses 3(iii) of the order are not applicable to the Company.

(iv) In our opinion and according to the information and explanations given to us the

Company has not made any loans, investments, guarantee, and security in terms of Section 185 and 186 of Companies Act 2013.

(v) In our opinion and according to the information and explanations given to us the

Company has not accepted any deposits. (vi) In our opinion and according to information and explanations given to us, the

maintenance of cost records has not been prescribed by the central government under Section 148 of the Companies Act, 2013 to the Company.

(vii) (a) As per the records of the Company and according to information and explanations

given to us, Company has generally been regular in depositing undisputed statutory dues including applicable provident fund, employee’s state insurance, income –tax, sales-tax, service-tax, custom duty, excise duty/cess, Value Added Tax and other statutory dues, with the appropriate authorities, wherever applicable.

(b) According to the information and explanations given to us , no undisputed statutory

dues were in arrears as at 31st March, 2016. (viii) According to the information and explanations provided to us and based on our

examination of the records of the company, the company has not defaulted in repayment of Loan or Borrowing from Government. The company has not availed any loans and borrowings from Banks, Financial Institutions and debenture holders. Accordingly, provisions of clause 3(viii) of the order are not applicable to the Company.

(ix) The Company did not raise any money by way of initial public offer or further public offer

(including debt instruments) and term loan. Accordingly, paragraph 3(ix) of the Order is not applicable.

(x) According to the information and explanation given to us, no material fraud by the company

or on the company by its officers or employees has been noticed or reported during the course of our audit.

(xi) According to the information and explanation provided to us and based on our examination

of the records of the Company, the Company has paid/provided for managerial remuneration in accordance with the requisite approval mandate by the provision of section 197 read with schedule V of the act.

(xii) According to the information and explanation provided to us and based on our examination

of the records of the Company, the Company is not a Nidhi Company Accordingly, paragraph 3(xii) of the Order is not applicable.

33

(xiii) According to the information and explanation provided to us and based on our examination

of the records of the Company all transactions with the related parties are in compliance with Section 177 and 188 of Companies Act, 2013 wherever applicable and the details have been disclosed in the Financial Statements etc. as required by the applicable accounting standards.

(xiv) The Company has not made any preferential allotment/private placement of shares or fully

or partly convertible debentures during the year under review. Hence, the provisions of clause (xiv) of paragraph 3 of the Order are not applicable to the Company.

(xv) According to the information and explanations given to us and based on our examination of

the records of the company, the company has not entered into any non-cash transactions with directors or persons connected with him. Accordingly, paragraph 3(xv) of the Order is not applicable.

(xvi) The Company is not required to be registered under section 45 IA of the Reserve Bank of

India Act, 1934.

For GOYAL & GOYAL Chartered Accountants, FRN: 000066N Sd/- (MUKESH GOYAL) Partner Membership No.080494 Place: New Delhi Date: 22nd July 2016

34

Annexure – B to the Auditors’ Report

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

We have audited the internal financial controls over financial reporting of DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LTD (“the Company”) as of March 31, 2016 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

The Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors’ Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised

35

acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2016, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

For GOYAL & GOYAL Chartered Accountants, FRN: 000066N Sd/- (MUKESH GOYAL) Partner Membership No.080494 Place: New Delhi Date: 22nd July 2016

36

Particulars Note No. Rupees (₹) Rupees (₹) Rupees (₹) Rupees (₹)I. EQUITY & LIABILITIES

(1)SHAREHOLDERS' FUNDS (a) Share Capital 1 1,000,000,000 1,000,000,000 (b) Reserves & Surplus 2 3,647,963,466 3,111,556,628

4,647,963,466 4,111,556,628

(2)NON - CURRENT LIABILITIES Long - term Provisions 3 1,201,453 567,697

(3)CURRENT LIABILITIES (a) Trade Payables 4 295,609,672 175,265,958 (b) Other Current Liablilities 5 31,267,776 326,877,448 42,569,217 217,835,175

TOTAL 4,976,042,367 4,329,959,500

II. ASSETS(1)NON - CURRENT ASSETS (a) Fixed Assets 6

- Tangible Assets 2,656,212 3,139,488 - Intangible Assets 207,867 69,312

2,864,079 3,208,800 (b) Non - Current Investments 7 175,900,000 175,900,000 (c) Deferred Tax Assets (Net) 8 1,577,210 1,259,457 (d) Long - term Loans and Advances 9 17,982,805 27,119,511 (e) Other Non - Current Assets 10 3,526,392,194 3,724,716,288 2,733,435,098 2,940,922,866

(2)CURRENT ASSETS (a) Cash and Bank Balances 11 1,091,626,418 1,300,605,734 (b) Short - term Loans and Advances 12 159,699,661 1,251,326,079 88,430,900 1,389,036,634

4,976,042,367 4,329,959,500

Significant Accounting Policies

Accompanying Notes on Financial

Statements1 - 24

As per our Report of even date attached

For GOYAL & GOYALChartered AccountantsFirm Registration No. 000066N

sd/- sd/- sd/-Mukesh Goyal Alkesh Kumar Sharma Jai Prakash Batra(Partner) (CEO & Managing Director) (Director)(Membership No. 080494) (DIN : 01724259) (DIN : 00654332)

sd/- sd/-Place: New Delhi P.K. Agarwal Abhishek Chaudhary

Date : 22nd July, 2016 (Chief Financial Officer) (VP - Corporate Affairs, HR

& Company Secretary)

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

BALANCE SHEET AS AT 31ST MARCH, 2016

For and on behalf of the Board

CIN: U45400DL2008PLC172316

As at 31st March, 2016 As at 31st March, 2015

37

For the For theYear ended Year ended

31-Mar-2016 31-Mar-2015Note No. Rupees (₹) Rupees (₹)

I. REVENUE FROM OPERATIONSBid Processing Fees 1,500,000 2,900,000

II. OTHER INCOME 13 95,487,416 87,564,078

III. TOTAL REVENUE (I+II) 96,987,416 90,464,078

IV. EXPENSESEmployee Benefits Expenses 14 20,953,297 16,039,197 Depreciation Expenses 15 1,619,182 2,117,541 Other Expenses 16 49,843,121 32,791,283

V. TOTAL EXPENSES 72,415,600 50,948,021

VI. PROFIT/(LOSS) BEFORE TAX(III-V) 24,571,816 39,516,057

VII. TAX EXPENSES (1) Income Tax: - Current Year 8,450,835 13,151,100 - Previous Year - 93,213

(2) Deferred Tax (317,753) (506,751)

VIII.PROFIT /(LOSS)AFTER TAX FOR THE YEAR (VI-VII) 16,438,734 26,778,495

IX. Earnings per Equity Share of Face Value of ₹ 10/- each

- Basic/Diluted 0.16 0.27

Significant Accounting Policies

Accompanying Notes on Financial Statements 1 - 24

As per our Report of even date attached

For GOYAL & GOYALChartered AccountantsFirm Registration No. 000066N

sd/- sd/-Mukesh Goyal Alkesh Kumar Sharma Jai Prakash Batra(Partner) (CEO & Managing Director) (Director)(Membership No. 080494) (DIN : 01724259) (DIN : 00654332)

sd/- sd/-Place: New Delhi P.K. Agarwal Abhishek Chaudhary

Date : 22nd July, 2016 (Chief Financial Officer) (VP - Corporate Affairs, HR

& Company Secretary)

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH, 2016

CIN: U45400DL2008PLC172316

For and on behalf of the Board

sd/-

38

A. CASH FLOW FROM OPERATING ACTIVITIES:

Net Profit before Tax 24,571,816 39,516,057

Adjustment for:

Depreciation 1,619,182 2,117,541

Interest Incomes (93,916,092) (87,340,996) Net Cash from Operating Activities before

Extraordinary Item and Working Capital Changes (67,725,094) (45,707,398)

Extraordinary Items - (9,431)

Operating Profit before working capital changes (a) (67,725,094) (45,716,829)

Adjustments for :

(Increase)/Decrease in Trade & Other Receivables (72,429,604) (12,826,395)

Increase/(Decrease) in Trade Payables and Other Payables 109,676,029 194,885,796

Refund/(Payment) of Taxes (Including TDS) 1,846,714 (9,380,377)

Net Cash from/(used in) Operating Activities (b) 39,093,139 172,679,024

Net cash from operating activities (a)+(b) (28,631,955) 126,962,195

B. CASH FLOW FROM INVESTING ACTIVITIES:

Investment in SPVs / Subsidiary - -

(Invested) in Project Development Expenses (788,922,538) (941,303,144)

(Purchase)/ Sale of Fixed Assets (1,274,461) (1,712,851)

(Increase)/ Decrease in Deposit with Bank (1,119,301) -

Interest Income 93,916,092 87,340,996

Net Cash from/(Used in) Investing Activities (697,400,208) (855,674,999)

C. CASH FLOW FROM FINANCING ACTIVITIES:

Project Implementation Fund - -

Share Application Money - -

Project Development Fund 519,968,104 533,400,914

Net Cash from/(Used in) Financing Activities 519,968,104 533,400,914

D. NET INCREASE / (DECREASE) IN CASH AND CASH EQUIVALENTS (206,064,059) (195,311,890)

E. CASH AND CASH EQUIVALENT AT THE BEGINNING OF THE YEAR 1,297,690,477 1,493,002,367

F. CASH AND CASH EQUIVALENT AT THE END OF THE YEAR 1,091,626,418 1,297,690,477

(Refer Note No. 11)

As per our Report of even date attached

For GOYAL & GOYALChartered AccountantsFirm Registration No. 000066N

sd/- sd/- sd/-Mukesh Goyal Alkesh Kumar Sharma Jai Prakash Batra(Partner) (CEO & Managing Director) (Director)(Membership No. 080494) (DIN : 01724259) (DIN : 00654332)

sd/- sd/-Place: New Delhi P.K. Agarwal Abhishek Chaudhary

Date : 22nd July, 2016 (Chief Financial Officer) (VP - Corporate Affairs, HR

& Company Secretary)

For and on behalf of the Board

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2016

As at 31st March, 2016Rupees (₹)

As at 31st March, 2015Rupees (₹)

CIN: U45400DL2008PLC172316

39

SIGNIFICANT ACCOUNTING POLICIES

a)

b)

c)

Tangible Fixed Assets

i)

ii)

iii)

Intangible Assets

d)

i) Tangible Fixed Assets

Depreciation Justification

Amortized equally over the lease

period of the office from the date of

capitalisation

The assets are non-movable in nature and

are, therefore written off over the period of

lease.

100% of depreciable value in the year

of addition

This is similar to the accounting policy as

being followed by the company from year to

year.

ii) Intangible Assets

e)

f)

Depreciation and Amortisation

Project Implementation Fund (PIF)

Project Development Fund (PDF)

Depreciation on Fixed Assets is provided pro-rata to the extent of depreciable amount on Written Down Value (WDV) Method.

Depreciation is provided based on useful life of the assets as prescribed in Schedule II to the Companies Act, 2013 except in

respect of the following assets, where useful life is different than those prescribed in Schedule II:

Computer Softwares are amortised over a period of 5 years from the year of purchase on Straight Line Method.

CIN: U45400DL2008PLC172316

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

Basis for preparation of Financial Statements

Government of India has approved setting up a Project Development Fund (PDF), referred as 'DMIC - PDF' for various project

development / preparatory activities for Delhi-Mumbai Industrial Corridor (DMIC) project. Accordingly, the grant received from Govt. of

India for the said purpose has been shown under the head "Capital Reserves" in the Balance Sheet in accordance with the

Accounting Standard (AS 12). Interest earned on the said PDF is added to the Project Development Fund. In case any part of funds

becomes refundable at any future date it will be reduced from the Capital Reserves.

Government of India has approved setting up a Project Implementation Fund (PIF), referred as 'DMIC - PIF' for various project

implementation activities for Delhi-Mumbai Industrial Corridor (DMIC) project. Accordingly, the grant received from Govt. of India for

the said purpose has been shown under the head "Capital Reserves" in the Balance Sheet in accordance with the Accounting

Standard (AS 12). Interest, dividend or any other income that will be earned on the said PIF is added to the Project Implementation

Fund. In case any part of the fund becomes refundable at any future date it will be reduced from the Capital Reserves.

These Financial Statements have been prepared to comply with the Generally Accepted Accounting Principles in India (Indian

GAAP), including the Accounting Standards notified under the relevant provisions of the Companies Act, 2013.

The financial statements are prepared on accrual basis under the historical cost convention. The accounting policies adopted in the

preparation of the financial statements are consistent with those followed in the previous years.

The preparation of financial statements requires the management of the Company to make certain estimates and assumptions that

affect the reported amount of assets and liabilities, disclosure of contingent liabilities on the date of the financial statements and the

reported amount of revenues and expenses during the reporting period. Difference between the actual results and estimates are

recognised in the period in which the results are known / materialised.

Fixed Assets

Use of Estimates

Subsequent expenditure related to an item of Tangible Asset are added to its book value only if they increase future benefits

from such asset beyond its previously assessed standard of performance.

The cost of Tangible Assets comprises its purchase price, borrowing cost and any cost directly attributable to bring the asset

to its working condition for its intended use.

Fixed assets are stated at cost net of accumulated depreciation.

Intangible assets are stated at cost of acquisition net of accumulated amortisation / depletion and impairment loss, if any.

Particulars

- Office Rennovation Expenses

- Assets costing less than ₹ 5,000/-

40

SIGNIFICANT ACCOUNTING POLICIES

CIN: U45400DL2008PLC172316

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

g)

h)

i)

j)

k)

i)

ii)

l)

m) Provisions, Contingent Liabilities and Contingent Assets

Employee Benefits

Income Tax

Transactions in Foreign Exchange

A provision is recognised in the accounts when the company has a present obligation as a result of past event(s) and it is probable

that an outflow of resources will be required to settle the obligation in respect of which a reliable estimate can be made. Provisions

are not discounted to their present values and are determined based on the best estimate required to settle the obligations at the

reporting date. These estimates are reviewed at each reporting date and adjusted to reflect the current best estimates.

Contingent liabilities are not recognised in the Financial Statements and are disclosed in the Notes.

Contingent asset is neither recognised nor disclosed in the Financial Statements.

Tax expense comprises of current tax and deferred tax. Current tax is measured at the amount expected to be paid to the tax

authorities, using the applicable tax rates.

Deferred income tax reflect the current period timing differences between taxable income and accounting income for the period and

reversal of timing differences of earlier years / period. Deferred tax assets are recognised only to the extent that there is a

reasonable certainity that sufficient future income will be available except that deferred tax assets, in case there are unabsorbed

depreciation or losses, are recognised if there is virtual certainity that sufficient future taxable income will be available to realise the

same.

Deferred tax assets and liabilities are measured using the tax rates and tax law that have been enacted or substantively enacted by

the Balance Sheet date.

Expenses in foreign currency / transactions are accounted at the prevailing market rate of exchange on the date of transaction and

income in foreign currencies are accounted at the value recovered from these currencies.

The Company makes provision for Gratuity in terms of the Payment of Gratuity Act, 1972 and Payment of Gratuity (Central)

Rules, 1972.

Leave Salary contribution & pension contribution payable to Managing Director of the company is made as per the prescribed

rules of Central Government on monthly basis.

Interest income is recognised on accrual basis. Dividend income is accounted for when the right to receive it is established.

Revenue Recognition

Investments

All the direct expenses related to the project development activities, have been accounted under the head 'Project Development

Expenses' and reflected in the Balance Sheet under the head Non - Current Assets.

Project Development Expenses (PDE)

Investments are shown at actual cost including the cost incidental to acquisition.

41

NOTE 1: SHARE CAPITAL

1.0 AUTHORISED10,00,00,000 Equity Shares of ₹10/- each with voting power 1,000,000,000 1,000,000,000

1,000,000,000 1,000,000,000

ISSUED, SUBSCRIBED AND PAID UP10,00,00,000 Equity Shares of ₹10/- each with voting power 1,000,000,000 1,000,000,000

1,000,000,000 1,000,000,000

1.1 The reconciliation of the number of shares outstanding

is set out below:

No. of Shares Rupees (₹) No. of Shares Rupees (₹)

Equity Shares at the beginning of the year 100,000,000 1,000,000,000 100,000,000 1,000,000,000

Add: Shares issued during the year - - - -

Equity Shares at the end of the year 100,000,000 1,000,000,000 100,000,000 1,000,000,000

1.2 Details of Shareholder's Holding more than 5% Shares:% of Holding No. of Shares % of Holding No. of Shares

President of India

(Through Secretary, Department of Industrial Policy and

Promotion and its nominees)

49.0 49,000,000 49.0 49,000,000

Japan Bank for International Co-operation (JBIC) 26.0 26,000,000 26.0 26,000,000

Housing and Urban Development Corporation Limited 19.9 19,900,000 19.9 19,900,000

1.3

NOTE 2 : RESERVES AND SURPLUS

2.0 CAPITAL RESERVES(a) Project Development Fund

As per last Balance Sheet 2,690,000,000 2,190,000,000 Additions i) Grant received during the year 498,200,000 500,000,000 ii) Other Additions: - Interest earned on Deposits upto previous year 242,886,169 209,485,255 - Interest earned on Deposits during the current year 21,768,104 264,654,273 33,400,914 242,886,169

(a) 3,452,854,273 2,932,886,169

(b) Project Implementation Fund As per last Balance Sheet 130,000,000 130,000,000

(b) 130,000,000 130,000,000 2.1 PROFIT & LOSS ACCOUNT

As per last Balance Sheet 48,670,459 21,907,537 Add/(Less): Profit (Loss) for the year 16,438,734 26,778,495

Transitional Effect as per the provisions of Schedule II

of the Companies Act, 2013 - (15,573) (c) 65,109,193 48,670,459

Total (a + b + c) 3,647,963,466 3,111,556,628

The company has only one class of equity shares. Each shareholder is eligible for one vote per share held. The shareholders have no

differential rights with respect to distribution of dividend and repayment of capital.

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

NOTES ON FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2016

Rupees (₹) Rupees (₹)

CIN: U45400DL2008PLC172316

As at 31-Mar-2016 As at 31-Mar-2015

42

As at 31-Mar-2016 As at 31-Mar-2015

Rupees (₹) Rupees (₹)

NOTE 3 : LONG TERM PROVISIONS

- Provision for Employee Benefits (Gratuity) 1,201,453 567,697

Total 1,201,453 567,697

NOTE 4 : TRADE PAYABLE

- Micro Small & Medium Enterprises - - - Others 295,609,672 175,265,958

Total 295,609,672 175,265,958

The amounts outstanding to Micro, Small and Medium Enterprises is based on available information with the company.

NOTE 5 : OTHER CURRENT LIABILITIES

- Statutory liabilities 28,540,056 36,149,344

- Bid Security 1,500,000 4,500,000

- Performance Security 1,000,000 1,000,000

- Provident Fund Payable 227,720 145,252

- Security Deposit for Independent Directors - 200,000

- DMICDC Neemrana Solar Power Company Limited

(Subsidiary company)- 574,621

Total 31,267,776 42,569,217

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

NOTES ON FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2016

CIN: U45400DL2008PLC172316

43

NOTE 6 : FIXED ASSETSRupees (₹)

Additions Deductions

I. TANGIBLE ASSETS

A. Furniture and Fixtures 2,183,165 - - 2,183,165 1,105,741 - 296,115 - 1,401,856 781,309 1,077,424

B. Office Equipments 2,994,684 180,520 - 3,175,204 1,660,582 - 688,579 - 2,349,161 826,043 1,334,102

C. Electrical Installations and

Equipment 596,096 - - 596,096 214,802 - 101,534 - 316,336 279,760 381,294

D. Computer & Data

Processing Units1,410,563 888,840 - 2,299,403 1,063,895 - 466,408 - 1,530,303 769,100 346,668

F. Others Office Renovation Expenses 3,995,960 - - 3,995,960 3,995,960 - - - 3,995,960 - -

Total 11,180,468 1,069,360 - 12,249,828 8,040,980 - 1,552,636 - 9,593,616 2,656,212 3,139,488 Previous year 9,502,308 1,752,260 74,100 11,180,468 6,006,552 44,122 2,056,014 22,536 8,040,980 3,139,488 3,495,756

II. INTANGIBLE ASSETS

Computer Software 322,983 205,101 - 528,084 253,671 - 66,546 - 320,217 207,867 69,312

Total 322,983 205,101 - 528,084 253,671 - 66,546 - 320,217 207,867 69,312

Previous year 322,983 - - 322,983 192,144 61,527 - 253,671 69,312 130,839

Upto

31.03.2016

As at

31.03.2015

As at

31.03.2016

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

NOTES ON FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2016

NET BLOCKDEPRECIATION

Other

Adjustments

Upto

31.03.2015

Upto

31.03.2016Particulars

GROSS BLOCK

Deductions

during the

year

For the yearDuring the yearAs at

01.04.2015

CIN: U45400DL2008PLC172316

44

As at 31-Mar-2016 As at 31-Mar-2015Rupees (₹) Rupees (₹)

NOTE 7 : NON-CURRENT INVESTMENTS

Non-Trade Investments (Unquoted fully paid, at cost)(a) Investment made out of PDF of GoI Investment in Equity Shares of Subsidiary Companies i) DMICDC Guna Power Company Ltd 500,000 500,000 50,000 Fully Paid-up Equity shares of ₹10/-each

ii) DMICDC Indapur Power Company Ltd 500,000 500,000 50,000 Fully Paid-up Equity shares of ₹10/-each

iii) DMICDC Vaghel Power Company Ltd 500,000 500,000 50,000 Fully Paid-up Equity shares of ₹10/-each

iv) DMICDC Ville Bhagad Power Company Ltd 500,000 500,000 50,000 Fully Paid-up Equity shares of ₹10/-each

Other Investments in Equity Shares i) Dholera International Airport Company Limited 43,900,000 43,900,000 43,90,000 Fully Paid-up Equity shares of ₹10/-each

(b) Investment made out of PIF of GoI Investment in Equity Shares of Subsidiary Company i) DMICDC Neemrana Solar Power Company Limited 130,000,000 130,000,000 1,30,00,000 Fully Paid-up Equity Shares of ₹10/- each

Aggregate Amount of Unqouted Investments 175,900,000 175,900,000

NOTE 8 : DEFERRED TAX ASSETS (NET)

Deferred Tax Assets:- Relating to Fixed Assets 1,179,974 1,075,268 - Relating to Employee's Benefits and Allowances under Income

Tax Act, 1961 397,236 184,189 1,577,210 1,259,457

Deferred Tax Liabilities - - Total 1,577,210 1,259,457

NOTE 9 : LONG TERM LOANS AND ADVANCES(Unsecured, considered good)- Security Deposits 4,084,558 2,923,715 - Advance Tax/TDS (Net of Provisions) 13,898,247 24,195,796

Total 17,982,805 27,119,511

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

NOTES ON FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2016

CIN: U45400DL2008PLC172316

45

As at 31-Mar-2016 As at 31-Mar-2015Rupees (₹) Rupees (₹)

- As per last year 2,733,435,098 1,792,131,954 - Incurred during the year 789,535,691 991,537,134 3,522,970,789 2,783,669,088 Less: Amount apportioned to SPV (613,153) (50,233,990)

Total (a) 3,522,357,636 2,733,435,098

*

4,034,558 -

Total (b) 4,034,558 -

Total (a+b) 3,526,392,194 2,733,435,098

(a) Cash and Cash Equivalents * - Out of PDF of Govt. of India Balance with Bank in Current Accounts (1,664,741) (62,855,776)

Balance with Bank in Deposit Accounts ** 109,835,831 381,280,000 - Out of Others Cash in Hand 14,161 15,840 Balance with Bank in Current Accounts (2,807,905) (6,249,587)

Balance with Bank in Deposit Accounts ** 986,249,072 985,500,000

Cash and Cash Equivalent as per AS - 3 Total (a) 1,091,626,418 1,297,690,477

(b) Other Bank Balances - Out of PDF of Govt. of India - - - Out of Others Balance with Bank in Deposit Accounts under lien for Bank Guarantee - 2,915,257

Total (b) - 2,915,257

Total Cash and Bank Balances (a+b) 1,091,626,418 1,300,605,734

*

** Includes deposits of NIL (Previous Year NIL) with maturity of more than 12 months.

Cash and Cash Equivalents include deposits maintained by the Company with banks, which can be withdrawn by the Company at any point of

time without prior notice or penalty on the principal.

- PDE against the Project Development Fund of Govt. of India*

- Bank Deposits under Lien against Bank Guarantees

(with more than 12 months maturity)

(b) Others

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

NOTES ON FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2016

NOTE 11 : CASH AND BANK BALANCES

Cash and Bank Balances

(a) Project Development Expenditure (PDE)

Includes ₹ 35,49,70,388/- (Previous Year ₹ 35,49,70,388/-) paid to the State Industrial Corporations for allotment of land for power projects of

subsidiary companies.

NOTE 10 : OTHER NON-CURRENT ASSETS

CIN: U45400DL2008PLC172316

46

As at 31-Mar-2016 As at 31-Mar-2015Rupees (₹) Rupees (₹)

(Unsecured, considered good)(i) Out of PDF of Govt. of India

Interest Accrued But Not Due 3,747,055 3,855,534 Other Loans & Advances 44,383,296 5,968,370

(ii) Others Interest Accrued But Not Due 72,536,481 70,444,246 Other Loans & Advances 38,867,936 8,127,536 Due from DMIC Project Implementation Trust Fund 164,893 35,214

159,699,661 88,430,900

*i) DMICDC Guna Power Company Limited 5,000 - ii) DMICDC Indapur Power Company Limited 5,000 - iii) DMICDC Vaghel Power Company Limited 5,000 - iv) DMICDC Ville Bhagad Power Company Limited 5,000 - v) DMICDC Neemrana Solar Power Company Limited 4,244,808 -

NOTE 13 : OTHER INCOME

Interest on FD's other than PDF amount 93,155,672 86,710,114

Interest on Income Tax Refund 760,420 630,882

Miscellaneous Income 50 3,651

Profit on Sale of Asset - 9,431

Prior Period Adjustments - 210,000

Exchange Rate Difference 274 -

1,571,000 -

Total 95,487,416 87,564,078

NOTE 12 : SHORT TERM LOANS AND ADVANCES

Short Term Loans and Advances*

Includes amount due from the following wholly owned subsidiary companies:

Apportionment of Administration and Other General Overheads to

Subsidiary Companies

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITEDCIN: U45400DL2008PLC172316

NOTES ON FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2016

47

For the For the Year ended Year ended

31-Mar-2016 31-Mar-2015Rupees (₹) Rupees (₹)

NOTE 14 : EMPLOYEE BENEFITS EXPENSES

Salary, Wages and Allowances (including Contractual Employees) 18,657,578 14,279,436

Contribution to Provident/ Pension Fund 1,155,579 958,910

Provision for Gratuity 633,756 99,899

Staff Wefare Expenses 388,569 610,952

Stipend 117,815 90,000

Total 20,953,297 16,039,197

NOTE 15 : DEPRECIATION

For the year 1,619,182 2,117,541

Total 1,619,182 2,117,541

NOTE 16 : OTHER EXPENSES

Rent 15,332,743 13,351,965

Payment to Auditors' 332,500 219,326

Advertisement and Public Notice Expenses 11,879,117 8,043,522

Business Promotion Expenses 8,120,654 -

Electricity Expenses 252,957 231,044

Evaluation Committee Sitting Fees 830,000 510,000

Foreign Travel Expenses 1,291,297 1,887,812

Professional & Consultancy Expenses 2,314,419 2,474,879

Meeting and Refreshment Expenses 845,992 761,005

Office Repair & Maintenance Expenses 338,963 -

Repair & Maintenance Expenses 176,717 124,562

Printing & Stationery 1,438,541 1,683,223

Communication & Postage Expenses 597,820 481,527

Travelling & Conveyance Expenses 3,414,890 2,694,706

Exchange Rate Difference - 415

Insurance Expenses 10,579 37,244

Director's Sitting Fees 240,700 -

Reversal of Service Tax Input 1,718,526 -

Prior Period Expenses 79,510 3,932

Other Expenses 627,196 286,121

Total 49,843,121 32,791,283

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

NOTES ON FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2016

CIN: U45400DL2008PLC172316

48

NOTES TO ACCOUNTS

Year ended Year ended

31-Mar-2016 31-Mar-2015

17 Contingent Liabilities and Commitments:

- Capital Account - -

1,193,626,673 1,131,616,193

4,034,558 2,873,715

18 Earnings and Expenditure in Foreign Currency

I Earnings in Foreign Currency - -

II Expenditure in Foreign Currency

- Foreign Travel Expenses 662,853 1,057,806

19 Payment to Auditors

(i) Audit Fees 287,500 180,000

(ii) For Other Services 45,000 39,326

332,500 219,326

20 Related Party Disclosures

I

a Enterprises having significant influence/control over the company

Japan Bank for International Co-operation (JBIC) Yes Yes

b Subsidiaries

DMICDC Guna Power Company Ltd. Yes Yes

DMICDC Indapur Power Company Ltd. Yes Yes

DMICDC Vaghel Power Company Ltd. Yes Yes

DMICDC Ville Bhagad Power Company Ltd. Yes Yes

DMICDC Neemrana Solar Power Company Ltd. Yes Yes

c Affiliates/ Associates

Housing and Urban Development Corporation Limited Yes Yes

d Key Management Personnel

Shri Talleen Kumar Yes Yes

Shri Shatrughna Singh Yes No

Shri Alkesh Kumar Sharma Yes No

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

As per the Accounting Standard on 'Related Party Disclosure' (AS-18) issued by the

NOTES ON FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2016

- Consultant Contracts on account of Project Development

Institute of Chartered Accountants of India, the related parties are as follows :

ii) Guarantees issued by Bank on behalf of the Company

CIN: U45400DL2008PLC172316

i) Estimated Amount of contracts remaining to be executed and not provided

for on account of:

49

NOTES TO ACCOUNTS

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

NOTES ON FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2016

CIN: U45400DL2008PLC172316

II The nature and volume of transactions during the period with the above related parties were as follows:Amount in Rupees (₹)

Subsidiaries Affiliates

Enterprises

having Significant

Influence/Control

over the Company

Key Management

Personnel

Outstanding Balances:

DMICDC Neemrana Solar Power Company Limited 42,44,808 (Dr) Nil Nil Nil

5,74,621 (Cr) (Nil) (Nil) (Nil)

DMICDC Guna Power Company Limited 5,000 (Dr) Nil Nil Nil

(Nil) (Nil) (Nil) (Nil)

DMICDC Indapur Power Company Limited 5,000 (Dr) Nil Nil Nil

(Nil) (Nil) (Nil) (Nil)

DMICDC Vaghel Power Company Limited 5,000 (Dr) Nil Nil Nil

(Nil) (Nil) (Nil) (Nil)

DMICDC Ville Bhagad Power Company Limited 5,000 (Dr) Nil Nil Nil

(Nil) (Nil) (Nil) (Nil)

Aggregate Transactions during the period

DMICDC Neemrana Solar Power Company Limited 4,311,204 Nil Nil Nil

(180,615,477) (Nil) (Nil) (Nil)

DMICDC Guna Power Company Limited 5,000 Nil Nil Nil

(Nil) (Nil) (Nil) (Nil)

DMICDC Indapur Power Company Limited 5,000 Nil Nil Nil

(Nil) (Nil) (Nil) (Nil)

DMICDC Vaghel Power Company Limited 5,000 Nil Nil Nil

(Nil) (Nil) (Nil) (Nil)

DMICDC Ville Bhagad Power Company Limited 5,000 Nil Nil Nil

(Nil) (Nil) (Nil) (Nil)

Shri Alkesh Kumar Sharma Nil Nil Nil 1,432,884

(Nil) (Nil) (Nil) (Nil)

III Statement of entity wise material transactions during the period

a Payment to Key Management Personnel

Shri Alkesh Kumar Sharma Nil Nil Nil 1,432,884

(Nil) (Nil) (Nil) (Nil)

b DMICDC Neemrana Solar Power Company Ltd.

i.) Investment in Equity Shares Nil Nil Nil Nil(130,000,000) (Nil) (Nil) (Nil)

ii.) Expenses incurred 4,311,204 Nil Nil Nil(381,487) (Nil) (Nil) (Nil)

iii.) Reimbursement of Amount paid towards Land Nil Nil Nil Nil(50,233,990) (Nil) (Nil) (Nil)

c DMICDC Guna Power Company Ltd.

Expenses incurred 5,000 Nil Nil Nil(Nil) (Nil) (Nil) (Nil)

d DMICDC Indapur Power Company Ltd.

Expenses incurred 5,000 Nil Nil Nil(Nil) (Nil) (Nil) (Nil)

Particulars

50

NOTES TO ACCOUNTS

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

NOTES ON FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2016

CIN: U45400DL2008PLC172316

e DMICDC Vaghel Power Company Ltd.

Expenses incurred 5,000 Nil Nil Nil(Nil) (Nil) (Nil) (Nil)

f DMICDC Ville Bhagad Power Company Ltd.

Expenses incurred 5,000 Nil Nil Nil(Nil) (Nil) (Nil) (Nil)

Note: Figures in bracket () represents Previous year's amount.

21 Segment Reporting

22 Earnings Per Share

Year ended Year endedUnit 31-Mar-2016 31-Mar-2015

a Rupees (₹) 16,438,734 26,778,495

b Number of

Shares

100,000,000 100,000,000

c Basic/Diluted Earnings per share (a/b) Rupees (₹) 0.16 0.27

d Face Value per Equity Share Rupees (₹) 10.00 10.00

23

24

As per our Report of even date attached

For GOYAL & GOYALChartered AccountantsFirm Registration No. 000066N

sd/- sd/-Mukesh Goyal Alkesh Kumar Sharma Jai Prakash Batra(Partner) (CEO & Managing Director) (Director)(Membership No. 080494) (DIN : 01724259) (DIN : 00654332)

sd/- sd/-Place: New Delhi P.K. Agarwal Abhishek Chaudhary

Date : 22nd July, 2016 (Chief Financial Officer)

The Company is engaged to facilitate, promote and establish industrial corridors/investment regions/industrial areas/economic

regions/industrial nodes/specific economic zones/townships with state of art industrial, physical and social infrastructure. As the

Company operates in a single business and geographical segment, the reporting requirements for primary and secondary segment

disclosures prescribed by AS 17 are not applicable.

(VP - Corporate Affairs, HR

& Company Secretary)

For and on behalf of Board

Basic earnings per equity share have been computed by dividing net profit after tax by the weighted average number of equity shares

outstanding for the period.

Particulars

The company has been made one of the respondents in several writ petitions received during the current year related to land

acquisition in the State of Rajasthan. As the company has no role in the acquisition of land and the same is entirely in the purview of

the State Government, the company has filed a counter affidavit before the hon’ble High Court of Rajasthan, Jaipur Bench for deleting

the name of the company as one of the respondents.

Further the above event has no financial effect on the Company.

Figures for the Previous Year have been regrouped / recast to correspond with Current Year's presentation.

Weighted Average of Number of Equity Shares used as

denominator for calculating EPS

Net Profit/(Loss) for the period attributable to Equity

Shareholders

sd/-

51

AUDITOR’S REPORT &

CONSOLIDATED

FINANCIAL STATEMENT

INDEPENDENT AUDITOR’S REPORT To The Members of DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED Report on the Consolidated Financial Statements We have audited the accompanying consolidated financial statements of DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED (hereinafter referred to as “the Holding Company”), its subsidiaries (the Holding Company and its subsidiaries together referred to as “the Group”) which comprise the consolidated Balance Sheet as at 31stMarch 2016, the consolidated Statement of Profit and Loss and consolidated Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information (hereinafter referred to as ‘the consolidated financial statements). Management’s Responsibility for the Consolidated Financial Statements The Holding Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these consolidated financial statements that give a true and fair view of the consolidated financial position, consolidated financial performance and consolidated cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies(Accounts) Rules, 2014. The respective Board of Directors of the companies included in the Group are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the group for preventing and detecting frauds and other irregularities, the selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. Auditor’s Responsibility Our responsibility is to express an opinion on these consolidated financial statements based on our audit. While conducting the audit, we have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India, as specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Holding Company’s preparation and presentation of the consolidated financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Holding Company’s Directors, as well as evaluating the overall presentation of the consolidated financial statements. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the consolidated financial statements. Opinion In our opinion and to the best of our information and according to the explanations given to us, the consolidated financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the consolidated state of affairs of the Group as at 31st March, 2016, and their consolidated cash flows for the year ended on that date. Report on Other Legal and Regulatory Requirements 52

1. As required by sub-section 3 of Section 143 of the Act, we report, to the extent applicable,

that:

(a) We have sought and obtained all the information and explanation which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated financial statements.

(b) In our opinion, proper books of account as required by law relating to preparation of consolidated financial statement have been kept so far as it appears from our examination of those books.

(c) The consolidated balance sheet, the consolidated statement of profit and loss, and the

consolidated cash flow statement dealt with by this Report are in agreement with the books of account maintained for the purpose of preparations of the consolidated financial statements.

(d) In our opinion, the aforesaid consolidated financial statements comply with the Accounting

Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;

(e) On the basis of written representations received from the directors of Holding Company and its

subsidiaries incorporated in India as on 31st March 2016 and taken on record by the board of directors of the Holding Company & its subsidiaries respectively, none of the directors of he Group companies is disqualified as on 31st March, 2016 from being appointed as director in terms of Section 164(2) of the Act.

(f) With respect to the adequacy of the internal financial controls over financial reporting of the

group and the operating effectiveness of such controls, refer to our separate Report in “Annexure-A”; and

(g) With respect to the other matters to be included in the Auditor’s Report in accordance with

Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i. The Group does not have any pending litigations which would impact the consolidated financial position in the group

ii. The Group did not have any long term contracts including derivative contracts for which there were any material foreseeable losses.

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Holding Company and subsidiary company incorporated during the year ended March 31, 2016.

As required by Section 143(5) of the Act, we report that:

a) The Company has clear title of the Leasehold Land.. .

b) In our opinion, there are no cases of waiver/ write off of debts/ loans/ interest in any of the companies in the Group.

c) The Group has maintained proper records of assets/equipments received as grant from New Energy & Industrial Technology Development Organisation of Govt, of Japan. The Group does not maintain any inventory.

For GOYAL & GOYAL Chartered Accountants, FRN: 000066N Sd/- (MUKESH GOYAL) Partner Membership No.080494 Place: Delhi Date: 22nd July, 2016

53

Annexure – A to the Auditors’ Report

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

In conjunction with our audit of the consolidated financial statement of the Company as of and for the year ended 31 March 2016, we have audited the internal financial controls over financial reporting of Delhi Mumbai Industrial Corridor Development Limited (“the Holding Company”)and its subsidiary company which are incorporated in India, as of that date.

Management’s Responsibility for Internal Financial Controls

The Respective Board of Directors of the Holding Company and its subsidiary company, which are incorporated in India,are responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors’ Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”), issued by ICAI and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting includes those policies and procedures

54

that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Holding Company and its subsidiary company incorporated in India, have, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2016, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (ICAI).

For GOYAL & GOYAL Chartered Accountants, FRN: 000066N sd/- (Mukesh Goyal) Partner Membership No.080494 Place:New Delhi Date:22nd July, 2016

55

Particulars Note No. Rupees (₹) Rupees (₹) Rupees (₹) Rupees (₹)

I. EQUITY & LIABILITIES

(1)SHAREHOLDERS' FUNDS

(a) Share Capital 1 1,000,000,000 1,000,000,000

(b) Reserves & Surplus 2 3,648,201,251 4,648,201,251 3,116,503,393 4,116,503,393

(2)NON - CURRENT LIABILITIES

(a) Long -Term Borrowings 3 113,500,000 -

(b) Other Long -Term Liabilities 4 81,951,750 87,415,200

(c) Long - Term Provisions 5 1,244,361 196,696,111 583,851 87,999,051

(3)CURRENT LIABILITIES

(a) Trade Payables 6 296,054,227 175,627,211

(b) Other Current Liablilities 7 82,741,719 378,795,946 86,272,744 261,899,955

TOTAL 5,223,693,308 4,466,402,399

II. ASSETS

(1)NON - CURRENT ASSETS

(a) Fixed Assets

- Tangible Assets 8 325,484,546 158,296,129

- Intangible Assets 8 207,867 69,312

- Capital Work-in-Progress 21,921,968 86,676,822

347,614,381 245,042,263

(b) Non - Current Investments 9 43,900,000 43,900,000

(c) Deferred Tax Assets (Net) 10 1,299,571 1,471,263

(d) Long - term Loans and Advances 11 21,734,378 28,243,350

(e) Other Non - Current Assets 12 3,526,452,194 3,941,000,524 2,733,485,098 3,052,141,974

(2)CURRENT ASSETS

(a) Trade Receivables 13 5,935,568 -

(b) Cash and Bank Balances 14 1,119,272,765 1,325,482,957

(c) Short-term Loans and Advances 15 157,484,451 1,282,692,784 88,777,468 1,414,260,425

5,223,693,308 4,466,402,399

Significant Accounting Policies

Accompanying Notes on Financial Statements 1 - 31

As per our Report of even date attached

For GOYAL & GOYALChartered AccountantsFirm Registration No. 000066N

sd/- sd/- sd/-Mukesh Goyal Alkesh Kumar Sharma Jai Prakash Batra(Partner) (CEO & Managing Director) (Director)(Membership No. 080494) (DIN : 01724259) (DIN : 00654332)

sd/- sd/-Place: New Delhi P.K. Agarwal Abhishek Chaudhary

Date : 22nd July, 2016 (Chief Financial Officer) (VP - Corporate Affairs, HR

& Company Secretary)

For and on behalf of the Board

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

CONSOLIDATED BALANCE SHEET AS AT 31ST MARCH, 2016

As at 31st March, 2016 As at 31st March, 2015

CIN: U45400DL2008PLC172316

56

For the For theYear ended Year ended

31-Mar-2016 31-Mar-2015Note No. Rupees (₹) Rupees (₹)

I. REVENUE FROM OPERATIONS

Income from Operations 16 33,920,199 3,200,000

II. OTHER INCOME 17 96,325,117 98,281,405

III. TOTAL REVENUE (I+II) 130,245,316 101,481,405

IV. EXPENSES

Employee Benefits Expenses 18 21,935,249 16,576,819

Finance Costs 19 5,311,137 -

Depreciation & Amortization 20 25,442,594 3,174,810

Other Expenses 21 57,204,089 33,519,289

V. TOTAL EXPENSES 109,893,069 53,270,918

VI. PROFIT/(LOSS) BEFORE TAX(III-V) 20,352,247 48,210,487

VII. TAX EXPENSES

(1) Income Tax:

- Current Year 8,450,835 15,890,000

- Previous Year - 93,213

(2) Deferred Tax Liability / (Asset) 171,692 (709,396)

(3) Excess Provision written back (34) -

VIII. PROFIT /(LOSS)AFTER TAX FOR THE YEAR (VI-VII) 11,729,754 32,936,670

IX. Earnings per Equity Share of Face Value of ₹ 10/- each

- Basic/Diluted 0.12 0.33

Significant Accounting Policies

Accompanying Notes on Financial Statements 1 - 31

As per our Report of even date attached

For GOYAL & GOYALChartered AccountantsFirm Registration No. 000066N

sd/- sd/-Alkesh Kumar Sharma Jai Prakash Batra

Mukesh Goyal (CEO & Managing Director) (Director)(Partner) (DIN : 01724259) (DIN : 00654332)(Membership No. 080494)

sd/- sd/-Place: New Delhi P.K. Agarwal Abhishek Chaudhary

Date : 22nd July, 2016 (Chief Financial Officer) (VP - Corporate Affairs, HR

& Company Secretary)

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH, 2016

CIN: U45400DL2008PLC172316

For and on behalf of the Board

sd/-

57

A. CASH FLOW FROM OPERATING ACTIVITIES:

Net Profit before Tax 20,352,247 48,210,487

Adjustment for:

Depreciation 25,442,594 3,174,810

Interest Income (96,324,793) (98,058,323)

Interest on Borrowings 5,311,137 -

Net Cash from Operating Activities before

Extraordinary Item and Working Capital Changes (45,218,815) (46,673,026)

Extraordinary Items - (9,431)

Operating Profit before working capital changes (a) (45,218,815) (46,682,457)

Adjustments for :

(Increase)/Decrease in Trade & other receivables (75,803,394) (15,356,971)

Increase/(Decrease) in trade payables and other payables 117,556,501 233,401,238

Refund/(Payment) of Taxes (Including TDS) (780,986) (11,745,180)

Net Cash from/(used in) Operating Activities (b) 40,972,121 206,299,087

Net cash from operating activities (a)+(b) (4,246,694) 159,616,630

B. CASH FLOW FROM INVESTING ACTIVITIES:

(Invested) in Project Development Expenses (Net) (788,922,538) (941,303,144)

(Purchase) of Fixed Assets (192,769,566) (1,757,851)

(Increase)/ Decrease in Deposit with Bank (26,129,301) (50,000)

(Increase)/ Decrease in Capital Work-in-Progress 64,754,854 (86,676,822)

(Payment) towards Land (5,463,450) (63,290,260)

Interest Income 96,324,793 98,058,323

Net Cash from/(Used in) Investing Activities (852,205,208) (995,019,754)

C. CASH FLOW FROM FINANCING ACTIVITIES:

Long Term Borrowings 113,500,000 -

Payment of Finance Cost (5,311,137) -

Project Development Fund 519,968,104 533,400,914

Net Cash from/(Used in) Financing Activities 628,156,967 533,400,914

D. Net Increase / (Decrease) in Cash and Cash Equivalents (228,294,935) (302,002,210)

E. Opening Balance of Cash and Cash Equivalents 1,322,567,700 1,624,569,910

F. Closing Balance of Cash and Cash Equivalents (Refer Note No. 14) 1,094,272,765 1,322,567,700

As per our Report of even date attached

For GOYAL & GOYALChartered AccountantsFirm Registration No. 000066N

sd/- sd/-Mukesh Goyal Alkesh Kumar Sharma Jai Prakash Batra(Partner) (CEO & Managing Director) (Director)(Membership No. 080494) (DIN : 01724259) (DIN : 00654332)

sd/- sd/-Place: New Delhi P.K. Agarwal Abhishek Chaudhary

Date : 22nd July, 2016 (Chief Financial Officer) (VP - Corporate Affairs, HR

& Company Secretary)

For and on behalf of the Board

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2016

As at 31st March, 2016Rupees (₹)

As at 31st March, 2015Rupees (₹)

CIN: U45400DL2008PLC172316

sd/-

58

ACCOUNTING POLICIES ON CONSOLIDATED ACCOUNTS

a) Principles of Consolidation

b)

c)

d)

i)

ii)

iii)

iv)

Intangible Assets

Capital Work-in-Progress

Tangible fixed assets not ready for their intended use and other capital work-in-progress are carried at cost, comprising

direct cost, related incidental expenses and attributable borrowing costs.

Tangible Fixed Assets

Fixed assets are capitalised at cost net of accumulated depreciation.

The cost of Tangible Assets comprises its purchase price, borrowing cost and any cost directly attributable to bring the

asset to its working condition for its intended use.

Subsequent expenditure related to an item of Tangible Asset are added to its book value only if they increase future

benefits from such asset beyond its previously assessed standard of performance.

Land acquired on lease for 99 years or less is treated as leasehold land.

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

The Consolidated Financial Statements (CFS) relate to Delhi Mumbai Industrial Corridor Development Corporation Limited

and its subsidiaries. The consolidated financial statements have been prepared on the following basis:

The financial statements of the Company and its subsidiary companies are combined on a line-by-line basis by adding

together the book values of like items of assets, liabilities, income and expenses, after fully eliminating intra-group balances

and intra-group transactions in accordance with Accounting Standard (AS) 21 - "Consolidated Financial Statements".

As far as possible the consolidated financial statements are prepared using uniform accounting policies for like transactions

and other events in similar circumstances and are presented in the same manner as the Company's separate financial

statements.

Basis for Preparation of Financial Statements

These financial statements have been prepared to comply with the Generally Accepted Accounting Principles in India (Indian

GAAP), including the Accounting Standards notified under the relevant provisions of Companies Act, 2013.

The financial statements are prepared on accrual basis under the historical cost convention. The accounting policies adopted

in the preparation of the financial statements are consistent with those followed in the previous years.

Fixed Assets

CIN: U45400DL2008PLC172316

Use of Estimates

The preparation of financial statements requires the management of the Company to make certain estimates and

assumptions that affect the reported amount of assets and liabilities, disclosure of contingent liabilities on the date of the

financial statements and the reported amount of revenues and expenses during the reporting period. Difference between the

actual results and estimates are recognised in the period in which the results are known / materialised.

Intangible assets are stated at cost of acquisition net of accumulated amortisation / depletion and impairment loss, if any.

59

ACCOUNTING POLICIES ON CONSOLIDATED ACCOUNTS

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITEDCIN: U45400DL2008PLC172316

e)

i) Tangible Fixed Assets

Particulars Depreciation Justification

- Office Rennovation Expenses Amortized equally over the lease period of the

office from the date of capitalisation

The assets are non-

movable in nature and are,

therefore written off over

the period of lease.- Assets costing less than ₹ 5,000/- 100% of depreciable value in the year of addition This is similar to the

accounting policy as being

followed by the company

from year to year.- Solar PV At the rates as well as methodology notified by the

Central Electricity Regulatory Commission (Terms

and Conditions for Tariff determination from

Renewable Energy Sources) Regulations, 2012

dated 6th February, 2012 on Straight Line Method

(SLM) and at the rates as per the Power Purchase

Agreements (PPA) for capacities covered under

PPAs, wherever higher than those notified by

CERC.

In accordance with the Part-

B of Schedule II to the

Companies Act, 2013.

- Land (leasehold) Amortised on Straight Line Method (SLM) for the

remaining period of lease from the date of

possession on pro-rata basis.

The land is written off over

the period of lease.

ii) Intangible Assets

f)

g)

h)

All the direct expenses related to the project development activities, have been accounted under the head 'Project

Development Expenses' and reflected in the Balance Sheet under the head Non - Current Assets.

Project Development Fund (PDF)

Government of India has approved setting up a Project Development Fund (PDF), referred as 'DMIC - PDF' for various

project development / preparatory activities for Delhi-Mumbai Industrial Corridor (DMIC) project. Accordingly, the grant

received from Govt. of India for the said purpose has been shown under the head "Capital Reserves" in the Balance Sheet in

accordance with the Accounting Standard (AS 12). Interest earned on the said PDF is added to the Project Development

Fund. In case any part of the fund becomes refundable at any future date it will be reduced from the Capital Reserves.

Project Implementation Fund (PIF)

Government of India has approved setting up a Project Implementation Fund (PIF), referred as 'DMIC - PIF' for various

project implementation activities for Delhi-Mumbai Industrial Corridor (DMIC) project. Accordingly, the grant received from

Govt. of India for the said purpose has been shown under the head "Capital Reserves" in the Balance Sheet in accordance

with the Accounting Standard (AS 12). Interest, dividend or any other income earned on the said PIF is added to the Project

Implementation Fund. In case any part of the fund becomes refundable at any future date it will be reduced from the Capital

Reserves.

Project Development Expenses (PDE)

Computer Softwares are amortised over a period of 5 years from the year of purchase on Straight Line Method.

Depreciation and Amortisation

Depreciation on Fixed Assets is provided on pro-rata basis to the extent of depreciable amount on Written Down Value

(WDV) Method. Depreciation is provided based on useful life of the assets as prescribed in Schedule II to the Companies

Act, 2013 except in respect of the following assets, where useful life is different than those prescribed in Schedule II:

60

ACCOUNTING POLICIES ON CONSOLIDATED ACCOUNTS

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITEDCIN: U45400DL2008PLC172316

i)

j)

(i)

(ii)

k)

l)

i)

ii)

m)

n)

Investments

Investments are shown at actual cost including the cost incidental to acquisition.

Revenue from the sale of power is recognised on the basis of net number of units exported on monthly basis at the rates

agreed upon with the customers.

Interest income is recognised on accrual basis. Dividend income is accounted for when the right to receive it is

established.

Revenue Recognition

A provision is recognised in the accounts when the company has a present obligation as a result of past event(s) and it is

probable that an outflow of resources will be required to settle the obligation in respect of which a reliable estimate can be

made. Provisions are not discounted to their present values and are determined based on the best estimate required to settle

the obligations at the reporting date. These estimates are reviewed at each reporting date and adjusted to reflect the current

best estimates.

Contingent liabilities are not recognised in the financial statements and are disclosed in the Notes.

Contingent asset is neither recognised nor disclosed in the financial statements.

Provisions, Contingent Liabilities and Contingent Assets

Transactions in Foreign Exchange

Expenses in foreign currency / transactions are accounted at the prevailing market rate of exchange on the date of

transaction and income in foreign currencies are accounted at the value recovered from these currencies.

Employee Benefits

Income Tax

The Company makes provision for Gratuity in terms of the Payment of Gratuity Act, 1972 and Payment of Gratuity

(Central) Rules, 1972.

Leave Salary Contribution & Pension Contribution payable to Managing Director of the Company is made as per the

prescribed rules of Central Government on monthly basis.

Tax expense comprises of current tax and deferred tax. Current tax is measured at the amount expected to be paid to the tax

authorities, using the applicable tax rates.

Deferred income tax reflect the current period timing differences between taxable income and accounting income for the

period and reversal of timing differences of earlier years / period. Deferred tax assets are recognised only to the extent that

there is a reasonable certainity that sufficient future income will be available except that deferred tax assets, in case there are

unabsorbed depreciation or losses, are recognised if there is virtual certainity that sufficient future taxable income will be

available to realise the same.

Deferred tax assets and liabilities are measured using the tax rates and tax law that have been enacted or substantively

enacted by the Balance Sheet date.

61

NOTE 1: SHARE CAPITAL

1.0 AUTHORISED

100,000,000 Equity Shares of ₹10/- each with voting power

1,000,000,000 1,000,000,000 1,000,000,000 1,000,000,000

ISSUED, SUBSCRIBED AND PAID UP

100,000,000 Equity Shares of ₹10/- each with voting power

1,000,000,000 1,000,000,000 1,000,000,000 1,000,000,000

1.1 The reconciliation of the number of shares outstanding is

set out below:

No. of Shares Rupees (₹) No. of Shares Rupees (₹)

Equity Shares at the beginning of the year 100,000,000 1,000,000,000 100,000,000 1,000,000,000

Add: Shares issued during the year - - - -

Equity Shares at the end of the year 100,000,000 1,000,000,000 100,000,000 1,000,000,000

1.2 Details of Shareholder's Holding more than 5% Shares:% of Holding No. of Shares % of Holding No. of Shares

President of India (Through Secretary, Department of Industrial

Policy and Promotion and its nominees)

49.0% 49,000,000 49.0% 49,000,000

Japan Bank for International Co-operation (JBIC) 26.0% 26,000,000 26.0% 26,000,000

Housing and Urban Development Corporation Limited 19.9% 19,900,000 19.9% 19,900,000

1.3

NOTE 2 : RESERVES AND SURPLUS

2.0 CAPITAL RESERVES(a) Project Development Fund

As per last Balance Sheet 2,690,000,000 2,190,000,000 Additions i) Grant received during the year 498,200,000 500,000,000 ii) Other Additions: - Interest earned on Deposits upto previous year 242,886,169 209,485,255 - Interest earned on Deposits during current year 21,768,104 264,654,273 33,400,914 242,886,169

(a) 3,452,854,273 2,932,886,169

(b) Project Implementation Fund As per last Balance Sheet 130,000,000 130,000,000

(b) 130,000,000 130,000,000 2.1 PROFIT & LOSS ACCOUNT

As per last Balance Sheet 53,617,224 20,696,127 Add/(Less): Profit (Loss) for the year 11,729,754 32,936,670

Transitional Effect as per the provisions of Schedule II

to the Companies Act, 2013 - (15,573) (c) 65,346,978 53,617,224

Total (a + b + c) 3,648,201,251 3,116,503,393

The company has only one class of equity shares. Each shareholder is eligible for one vote per share held. The shareholders

have no differential rights with respect to distribution of dividend and repayment of capital.

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

NOTES ON CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2016

Rupees (₹) Rupees (₹)

CIN: U45400DL2008PLC172316

As at 31-Mar-2016 As at 31-Mar-2015

62

NOTE 3 : LONG - TERM BORROWINGS

Term Loan

- From DMIC Project Implementation Trust Fund* 113,500,000 -

113,500,000 -

*

NOTE 4 : OTHER LONG - TERM LIABILITIES

Others

- Amount Payable towards Land* 81,951,750 87,415,200

81,951,750 87,415,200

*

NOTE 5 : LONG - TERM PROVISIONS

- Provision for Employees Benefits (Gratuity) 1,244,361 583,851

1,244,361 583,851

NOTE 6 : TRADE PAYABLE

- Micro Small & Medium Enterprises - -

- Others 296,054,227 175,627,211

Total 296,054,227 175,627,211

The amount outstanding to Micro, Small and Medium Enterprises is based on available information with the company.

NOTE 7 : OTHER CURRENT LIABILITIES

- TDS Payable 30,445,165 38,165,605

- Bid Security 1,500,000 4,500,000

- Performance Security 21,340,985 9,566,304

- Provident Fund Payable 227,720 145,252

- Creditors for Capital Goods 23,764,399 27,513,349

- Current Maturities of Long-term Liabilities 5,463,450 5,463,450

- Security Deposit - 200,000

- Other Payable - 718,784

Total 82,741,719 86,272,744

Rajasthan State Industrial Development & Investment Corporation Limited (RIICO) on 21st November, 2012 allotted 145692 sq. m. of land for

the project site at the concessional rate of ₹ 1,000/- per sq.m. Out of the total Development Charges (DC), 25% was paid at the time of the

allotment and the balance amount is payable in 20 equal annual interest free installments with effect from 20th January, 2013.

Rupees (₹) Rupees (₹)

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

NOTES ON CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2016

CIN: U45400DL2008PLC172316

The loan agreement was executed with DMIC Project Implementation Trust Fund with effect from 09th April, 2015 for an amount of

₹ 22.34 crore. The rate of interest shall be 100 basis points above the average G.Sec rate for the last one year. The loan is for a

period of 10 years with 1 year moratorium period from the date of release of final installment of loan.

Repayment of loan shall commence after the expiry of the moratorium period. The amount of installments shall be on the basis of

the availability of the surplus funds with the subsidiary Company subject to the condition that the minimum amount of repayment

installment should not be in any case less than ₹ 0.50 crore and the entire loan amount shall be repaid before the expiry of the 10th

year from the end date of the moratorium period.

As at 31-Mar-2015As at 31-Mar-2016

63

NOTE 8 : FIXED ASSETSRupees (₹)

Additions Deductions

I. TANGIBLE ASSETS

A. Buildings

(i.) Building other than

RCC Frame Structure - 8,400,802 - 8,400,802 - - 461,540 - 461,540 7,939,262 -

(ii.) Fencing - 9,681,232 - 9,681,232 - - 2,575,808 - 2,575,808 7,105,424 -

B. Roads

(i.) Carpeted - Other than

RCC - 290,880 - 290,880 - - 77,393 - 77,393 213,487 -

(ii.) Non-carpeted Roads - 1,788,504 - 1,788,504 - - 1,102,140 - 1,102,140 686,364 -

C. Plant and Machinery - 171,232,994 171,232,994 - - 17,960,178 - 17,960,178 153,272,816 - D. Furniture and Fittings 2,183,165 73,000 - 2,256,165 1,105,741 - 307,100 - 1,412,841 843,324 1,077,424 E. Office Equipments 2,994,684 208,213 - 3,202,897 1,660,582 - 695,947 - 2,356,529 846,368 1,334,102 F. Electrical Installations and

Equipment 596,096 - - 596,096 214,802 - 101,534 - 316,336 279,760 381,294 G. Computer & Data

Processing Units 1,455,563 888,840 - 2,344,403 1,074,497 - 489,225 - 1,563,722 780,681 381,066 H. Land Land - Leasehold (99 years) 156,168,910 - - 156,168,910 1,046,667 - 1,605,183 - 2,651,850 153,517,060 155,122,243

G. Others Office Renovation Expenses 3,995,960 - - 3,995,960 3,995,960 - - - 3,995,960 - -

Total 167,394,378 192,564,465 - 359,958,843 9,098,249 - 25,376,048 - 34,474,297 325,484,546 158,296,129 Previous year 9,502,308 157,966,170 74,100 167,394,378 6,006,552 44,122 3,113,283 22,536 9,098,249 158,296,129 3,495,756

II. INTANGIBLE ASSETS

Computer Software 322,983 205,101 - 528,084 253,671 - 66,546 - 320,217 207,867 69,312

Total 322,983 205,101 - 528,084 253,671 - 66,546 - 320,217 207,867 69,312

Previous year 322,983 - - 322,983 192,144 61,527 - 253,671 69,312 130,839

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

NOTES ON CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2016

Particulars

GROSS BLOCK DEPRECIATION NET BLOCK

As at

01.04.2015

Upto

31.03.2016

As at

31.03.2015

As at

31.03.2016

Upto

31.03.2015

Deductions

during the

year

For the year

CIN: U45400DL2008PLC172316

During the year

5.00 MW Solar Power Project has been commissioned on 3rd September, 2015. Thus, the EPC Cost and other direct and related incidental expenses including borrowing costs incurred on the 5 MW power project

upto the date of commissioning have been capitalised.

Since the EPC Contract is a lump sum contract, the value of Buidling and Roads have been assessed on the basis of valuation made by the Chartered Engineer. The value of Office Equipments and Furniture &

Fixtures have been assessed on the basis of their market value.

The valuation of Plant and Machinery is arrived at as a balance remaining after deduction of the value of Building, roads, office equipments and furniture & fixtures.

Other

Adjustments

Upto

31.03.2016

64

As at 31-Mar-2016 As at 31-Mar-2015Rupees (₹) Rupees (₹)

NOTE 9 : NON-CURRENT INVESTMENTS

Non-Trade Investments (Unquoted fully paid, at cost) Investment made out of PDF of GoI - Other Investments in Equity Shares Dholera International Airport Company Limited 43,900,000 43,900,000 43,90,000 Fully Paid-up Equity shares of ₹10/-each

Aggregate Amount of Unqouted Investments 43,900,000 43,900,000

NOTE 10 : DEFERRED TAX ASSETS (NET)

Deferred Tax Assets: - Relating to Allowances under Income Tax Act, 1961 1,415,250 184,189 - Relating to Employee Benefits and Allowances under Income Tax Act, 1961 410,495 - - Relating to Fixed Assets - 1,287,074 Deferred Tax Liability: - Relating to Fixed Assets 526,174 -

Total 1,299,571 1,471,263

NOTE 11 : LONG - TERM LOANS AND ADVANCES(Unsecured, considered good) - Security Deposit 5,541,478 4,380,635 - Advance Tax/TDS (Net of Provisions) 16,192,900 23,862,715

Total 21,734,378 28,243,350

NOTE 12 : OTHER NON-CURRENT ASSETS

Project Development Expenditure (PDE)

PDE against the Project Development Fund of Govt. of India* - As per last year 2,733,435,098 1,792,131,954 - Incurred during the year 789,535,691 991,537,134

3,522,970,789 2,783,669,088 Less: Amount apportioned to SPV (613,153) (50,233,990)

Total (a) 3,522,357,636 2,733,435,098

*

Others

- Bank Deposits under Lien (with more than 12 months maturity) 4,094,558 50,000 Total (b) 4,094,558 50,000

Total (a + b) 3,526,452,194 2,733,485,098

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITEDCIN: U45400DL2008PLC172316

NOTES ON CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2016

Includes ₹ 35,49,70,388/- (Previous Year ₹ 35,49,70,388/-) paid to the State Industrial Corporations for allotment of land for power

projects of subsidiary companies.

65

As at 31-Mar-2016 As at 31-Mar-2015Rupees (₹) Rupees (₹)

(Unsecured, considered good)

- Outstanding for Period exceeding six months - -

- Others 5,935,568 - 5,935,568 -

Cash and Bank Balances(i) Cash and Cash Equivalents * - Out of PDF of Govt. of India Balance with Bank in Current Accounts (1,664,741) (62,855,776)

Balance with Bank in Deposit Accounts** 109,835,831 381,280,000 - Out of Others Cash in Hand 19,990 18,190 Balance with Bank in Current Accounts (2,790,177) (33,773,183)

Balance with Bank in Deposit Accounts ** 988,871,862 1,010,385,120 Cheque-in-hand - 27,513,349

Cash and Cash Equivalent as per AS - 3 Total (a) 1,094,272,765 1,322,567,700

(ii) Other Bank Balances - Out of PDF of Govt. of India - - - Out of Others Balance with Bank in Deposit Accounts under lien for Bank Guarantee 25,000,000 2,915,257

Total (b) 25,000,000 2,915,257 Total Cash and Bank Balances (a+b) 1,119,272,765 1,325,482,957

*

**

(Unsecured, considered good) (i) Out of PDF of Govt. of India

Interest Accrued But Not Due 3,747,055 3,855,534 Other Loans & Advances 41,689,488 5,968,370

(ii) Others Interest Accrued But Not Due 74,466,275 70,781,164 Other Loans & Advances 37,416,740 8,137,186 Due from DMIC Project Implementation Trust Fund 164,893 35,214

Total 157,484,451 88,777,468

NOTE 16 : INCOME FROM OPERATIONS

Sale of Power 32,420,199 -

( 38,51,460 Kwh Units)

Bid Processing Fees 1,500,000 3,200,000

Total 33,920,199 3,200,000

NOTE 17 : OTHER INCOME

Interest on FD's other than PDF amount 95,563,756 97,425,797

Interest on Income Tax Refund 761,037 632,526 Miscellaneous Income 50 3,651 Profit on Sale of Asset - 9,431 Prior Period Adjustments - 210,000 Exchange Rate Difference 274 -

Total 96,325,117 98,281,405

NOTE 15 : SHORT - TERM LOANS AND ADVANCES

Cash and Cash Equivalents include deposits maintained by the Company with banks, which can be withdrawn by the Company at any point of

time without prior notice or penalty on the principal.

Includes deposits of NIL (Previous Year ₹ 15,85,120/-) with maturity of more than 12 months.

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

NOTES ON CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2016

NOTE 14 : CASH AND BANK BALANCES

NOTE 13 : TRADE RECEIVABLES

CIN: U45400DL2008PLC172316

66

For the For the Year ended Year ended

31-Mar-2016 31-Mar-2015Rupees (₹) Rupees (₹)

NOTE 18 : EMPLOYEE BENEFITS EXPENSES

Salary, Wages and Allowances (including Contractual Employees) 19,524,414 14,737,517

Contribution to Provident/ Pension Fund 1,155,579 958,910

Provision for Gratuity 660,510 116,053

Staff Wefare Expenses 388,569 610,952

Stipend 206,177 153,387

Total 21,935,249 16,576,819

NOTE 19 : FINANCE COSTS

Interest on Borrowings 5,311,137 -

5,311,137 -

NOTE 20 : DEPRECIATION

For the year 25,442,594 3,174,810

Total 25,442,594 3,174,810

NOTE 21 : OTHER EXPENSES

Rent 15,332,743 13,351,965

Payment to Auditors' 493,500 378,926

Advertisement and Public Notice Expenses 11,879,117 8,043,522

Business Promotion Expenses 8,120,654 -

Electricity Expenses 252,957 231,044

Evaluation Committee Sitting Fees 830,000 510,000

Foreign Travel Expenses 1,291,297 1,907,337

Professional & Consultancy Expenses 2,650,613 2,659,940

Meeting and Refreshment Expenses 845,992 761,005

Office Repair and Maintenance Expenses 338,963 -

Repair & Maintenance Expenses 176,717 124,562

Printing & Stationery 1,438,541 1,683,223

Communication & Postage Expenses 597,820 481,527

Travelling & Conveyance Expenses 3,554,679 2,694,706

Exchange Rate Difference - 415

Insurance Expenses 10,832 37,244 Director's Sitting Fees 447,958 121,236 Reversal of Service Tax Input 1,718,526 - Prior Period Expenses 79,510 3,932

Operation and Maintenance Expenses 4,301,442 -

Development Charges 500,000 -

Service Charges on Land 968,850 -

Rebate to NVVN 440,365 -

Other Expenses 933,013 339,085

Preliminary Expenses - 189,620

Total 57,204,089 33,519,289

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

NOTES ON CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2016

CIN: U45400DL2008PLC172316

67

NOTES TO ACCOUNTSYear ended Year ended

31-Mar-2016 31-Mar-2015

22 Contingent Liabilities and Commitments:

i) Estimated Amount of contracts remaining to be executed and not provided for on account of: - Capital Account 160,572,393 278,319,212

1,193,626,673 1,131,616,193

156,775,014 -

29,094,558 2,923,715

23 Earnings and Expenditure in Foreign Currency

I Earnings in Foreign Currency

- Miscellaneous Income - -

- Bid Processing Fees - -

II Expenditure in Foreign Currency

- Foreign Travel Expenses 662,853 1,076,845

24 Payment to Auditors (including service tax)

(i) Audit Fees 448,500 339,600

(ii) For Other Services 45,000 39,326 493,500 378,926

25 Related Party Disclosures

I

a Enterprises having significant influence/control over the company

Japan Bank for International Co-operation (JBIC) Yes Yes

b Affiliates/ Associates

Housing and Urban Development Corporation Limited Yes Yes

c Key Management Personnel

Shri Amitabh Kant No Yes

Shri Talleen Kumar Yes Yes

Shri Shatrughna Singh Yes Yes

Shri Alkesh Kumar Sharma Yes Yes

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

As per the Accounting Standard on 'Related Party Disclosure' (AS-18) issued by the Institute of Chartered Accountants of India, the

related parties are as follows :

NOTES ON CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2016

- Consultant Contracts on account of Project Development

ii) Guarantees issued by Bank on behalf of the Company

- Operation and Maintenance of the Project

CIN: U45400DL2008PLC172316

68

NOTES TO ACCOUNTS

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

NOTES ON CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2016

CIN: U45400DL2008PLC172316

II The nature and volume of transactions during the period with the above related parties were as follows:

Amount in Rupees (₹)

Subsidiaries Affiliates

Enterprises

having Significant

Influence/Control

over the Company

Key

Management

Personnel

Outstanding Balances: Nil Nil Nil Nil

(Nil) (Nil) (Nil) (Nil)

Aggregate Transactions during the period

Shri Alkesh Kumar Sharma Nil Nil Nil 1,432,884

(Nil) (Nil) (Nil) (Nil)

III Statement of entity wise material transactions during the period

a Payment to Key Management Personnel

i.) Shri Alkesh Kumar Sharma Nil Nil Nil 1,432,884

(Nil) (Nil) (Nil) (Nil)

Note: Figures in bracket () represents Previous year's amount.

26 Segment Reporting

27 Earnings Per Share

Year ended Year endedParticulars Unit 31-Mar-2016 31-Mar-2015

a Rupees 11,729,754 32,936,670

b Number of

Shares

100,000,000 100,000,000

c Basic/Diluted Earnings per share (a/b) Rupees 0.12 0.33

d Face Value per Equity Share Rupees 10.00 10.00

28

Basic earnings per equity share have been computed by dividing net profit after tax by the weighted average number of equity shares

outstanding for the period.

The company has been made one of the respondents in several writ petitions received subsequent to the date of Balance Sheet related to

land acquisition in the State of Rajasthan. As the company has no role in the acquisition of land and the same is entirely in the purview of the

State Government, the company has filed a counter affidavit before the hon’ble High Court of Rajasthan, Jaipur Bench for deleting the name

of the company as one of the respondents.

Further the above event has no financial effect on the Company.

Weighted Average of Number of Equity Shares used as

denominator for calculating EPS

Net Profit/(Loss) for the period attributable to Equity

Shareholders

The Company is engaged to facilitate, promote and establish industrial corridors/investment regions/industrial areas/economic

regions/industrial nodes/specific economic zones/townships with state of art industrial, physical and social infrastructure. As the Company

operates in a single business and geographical segment, the reporting requirements for primary and secondary segment disclosures

prescribed by AS 17 are not applicable.

Particulars

69

NOTES TO ACCOUNTS

DELHI MUMBAI INDUSTRIAL CORRIDOR DEVELOPMENT CORPORATION LIMITED

NOTES ON CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2016

CIN: U45400DL2008PLC172316

29 Investments in Subsidiaries:

100% 100%

100% 100%

100% 100%

100% 100%

100% 100%

30

Name of the Company (All Indian Companies)

As % of

consolidated net

assets

Amount (₹) As % of

consolidated

profit or loss

Amount (₹)

Parent

0.9706 4,511,698,658 1.2675 14,867,734

Subsidiaries (Indian)

1 DMICDC Guna Power Company Ltd 0.0001 311,920 -0.0051 (59,453)

2 DMICDC Indapur Power Company Ltd 0.0001 316,206 -0.0050 (59,097)

3 DMICDC Vaghel Power Company Ltd 0.0001 324,163 -0.0044 (51,161)

4 DMICDC Ville Bhagad Power Company Ltd 0.0001 315,425 -0.0050 (59,159)

5 DMICDC Neemrana Solar Power Company Limited 0.0291 135,234,879 -0.2480 (2,909,110)

Minority Interests in all susidiaries - - - -

31

As per our Report of even date attached

For GOYAL & GOYALChartered AccountantsFirm Registration No. 000066N

sd/- sd/-Mukesh Goyal Alkesh Kumar Sharma Jai Prakash Batra(Partner) (CEO & Managing Director) (Director)(Membership No. 080494) (DIN : 01724259) (DIN : 00654332)

sd/- sd/-Place: New Delhi P.K. Agarwal Abhishek Chaudhary

Date : 22nd July, 2016 (Chief Financial Officer) (VP - Corporate Affairs, HR

& Company Secretary)

For and on behalf of Board

Figures for the Previous Year have been regrouped / recast to correspond with Current Year's presentation.

Ownership

Interest(%) as

on 31st March

2015

(All incorporated in India)

1 DMICDC Guna Power Company Ltd

Delhi Mumbai Industrial Corridor Development Corporation

Limited

Additional Informations, as required under Schedule III to the Companies Act, 2013, of enterprises consolidated as Subsidiary.

Share in profit or lossNet Assets, i.e., total assets minus

total liabilities

DMICDC Vaghel Power Company Ltd

4 DMICDC Ville Bhagad Power Company Ltd

sd/-

Enterprises consolidated as subsidiary in accordance with Accounting Standard 21 - "Consolidated Financial Statements":

S.No. Name of the Company Ownership

Interest(%) as on

31st March 2016

5 DMICDC Neemrana Solar Power Company Limited

2 DMICDC Indapur Power Company Ltd

3

70

  

 

 

 

 

 

 

CIN: U45400DL2008PLC172316

Registered Office: Room No. 341B, 03rd Floor, Main Building, Ashok Hotel, Diplomatic Enclave, 50 B,

Chanakyapuri, New Delhi - 110021.  

Phone No. +91 1126118884-8

Email: [email protected]

Website: www.dmicdc.com